AmazonScience/document-haystack

1Compensation for Supervisory Board Members2The compensation for members of the Supervisory Board is set forth in the Articles of 3Association of DWS KGaA. Any amendment of the Articles of Association requires a 4resolution of the General Meeting of DWS KGaA. 5The members of the Supervisory Board receive a fixed annual compensation (“Supervisory 6Board compensation”). The annual base compensation amounts to € 85,000 for each 7member, the Chairperson of the Supervisory Board receives twice that amount and the 8Deputy Chairperson one and a half times that amount.9Members and the chairpersons of the committees of the Supervisory Board are paid an 10additional fixed annual compensation as follows.11Committee compensation12in € Chairperson Member13Audit and Risk Committee 40,000 20,00014Nomination Committee 20,000 15,00015Remuneration Committee 20,000 15,00016Adhoc Committee ESG matters 20,000 15,00017The Supervisory Board compensation is disbursed within the first three months of the 18following year. 19In case of a change in the composition of the Supervisory Board during the year, the 20compensation for the financial year will be paid on a pro rata basis, rounded up/down to full 21months. 22The members of the Supervisory Board are reimbursed by the company for the cash expenses 23they incur in the performance of their office, including any value added tax on their 24compensation and reimbursement of expenses. Furthermore, any employer contributions to 25social security schemes that may be applicable under foreign law to the performance of their 26work on the Supervisory Board is paid for each member of the Supervisory Board affected. 27Finally, the Chairman of the Supervisory Board will be reimbursed appropriately for travel 28expenses incurred in performing representative tasks due to his role. 29In the interest of DWS KGaA, the members of the Supervisory Board are included in an 30appropriate amount, with a deductible, in any financial liability insurance policy held by the 31company. In the financial year 2023, Deutsche Bank Group provided a directors’ and officer´s 32liability insurance to the members of the Supervisory Board.33The current Supervisory Board compensation and the underlying compensation system was 34determined prior to the IPO of DWS KGaA in 2018 with the support of an independent 35external remuneration advisor. The compensation takes into account the responsibilities, 36requirements and time commitment of the members of the Supervisory Board. It also reflects, 37based on a horizontal peer group comparison, the compensation arrangements of 38competitors and selected German listed companies of comparable size, market capitalization 39and structure and is therefore competitive. 40The Supervisory Board considers the appropriateness of the compensation level and system 41in its annual self-assessment as part of the efficiency review.42In addition, the Supervisory Board compensation is reviewed from time to time with the help 43of independent external experts at the instigation of the Supervisory Board or the Executive 44Board, representing the General Partner. Based on the results of a review undertaken in the 45first quarter 2021, the Executive Board and the Supervisory Board saw no cause for any 46amendments. Subsequently, the confirmation of the current compensation of the members of 47the Supervisory Board was proposed to the General Meeting on 9 June 2021 and approved by 4899.85% of all valid votes.49In the event that the Executive Board and the Supervisory Board see reason for change, they 50will submit a modified compensation system and a proposal for a corresponding amendment 51of the Articles of Association of DWS KGaA to the General Meeting. In any case, the 52compensation for the Supervisory Board, including the underlying compensation system, will 53be presented to the General Meeting for its approval (“Billigung”) every four years. Potential 54conflicts of interest on the part of individual members of the Executive Board or members of 55the Supervisory Board with regard to the compensation system for the Supervisory Board will 56be treated in accordance with the existing policies and procedures.57In the opinion of the Executive Board and the Supervisory Board the design of the Supervisory 58Board compensation as a purely fixed compensation without performance-related elements is 59most suitable to properly reflect and promote the independence of the Supervisory Board and 60its advisory and monitoring function. This enables the Supervisory Board to make its 61decisions objectively and independently of the Executive Board in the interests of the 62company, without being guided by any short-term business successes that might be reflected 63in variable compensation.64To our Shareholders Summarised 65Management Report66Consolidated 67Financial Statements Compensation Report Corporate Govern-68ance Statement69Supplementary 70Information DWS 2023 Annual Report71                  72Compensation Report73166 Compensation for Supervisory Board Members