Management and supervision

As of December 31, 2019, Board of Management responsibilities were distributed across nine Board departments. Five of these are the central management areas:

Changes in the composition of the Board of Management. At its meeting on February 21, 2018, the Supervisory Board of Deutsche Telekom AG resolved to extend Timotheus Höttges’ contract as Chairman of the Board of Management by five years. Timotheus Höttges was reappointed as Chairman of the Board of Management effective January 1, 2019. Also at its meeting on February 21, 2018, the Supervisory Board of Deutsche Telekom AG resolved to appoint Dr. Christian P. Illek as the new Board of Management member responsible for Finance (Chief Financial Officer – CFO) effective January 1, 2019.

At its meeting on July 13, 2018, the Supervisory Board of Deutsche Telekom AG resolved to appoint Birgit Bohle as the new Board of Management member responsible for Human Resources and as Labor Director effective January 1, 2019. Birgit Bohle succeeded Dr. Illek in this position.

At its meeting on September 4, 2018, the Supervisory Board of Deutsche Telekom AG resolved to appoint Thorsten Langheim as the Board of Management member responsible for USA and Group Development, a newly created Board of Management department, effective January 1, 2019. Deutsche Telekom AG thus has had nine Board of Management departments since the start of 2019.

By resolution of the Supervisory Board of Deutsche Telekom AG of February 20, 2019, Srini Gopalan was reappointed as the Board of Management member responsible for Europe for the period from January 1, 2020 to December 31, 2024.

At its meeting on May 22, 2019, the Supervisory Board of Deutsche Telekom AG resolved to dissolve the Data Privacy, Legal Affairs and Compliance Board of Management department. The Internal Audit and Risk Management units were assigned to the Finance Board of Management department. Group Security Governance was assigned to the Board of Management department for Technology and Innovation. The Data Privacy, Legal Affairs, and Compliance units were assigned to the Board of Management department for Human Resources. Birgit Bohle has headed up the extended Board of Management department for Human Resources and Legal Affairs since January 1, 2020. Dr. Thomas Kremer will leave the Group for reasons of age effective March 31, 2020. From January 1, 2020 until his departure from the Group, the Board of Management member responsible for Data Privacy, Legal Affairs and Compliance, Dr. Kremer, is overseeing the transition of the individual units of his department to the target departments they have been assigned to.

By resolution of the Supervisory Board of Deutsche Telekom AG of September 4, 2019, the original three-year appointment of Adel Al-Saleh as the Board of Management member responsible for T‑Systems was extended by a further two years until December 31, 2022.

The members of the Board of Management are appointed and discharged in accordance with § 84 and § 85 of the German Stock Corporation Act (Aktiengesetz – AktG) and § 31 of the German Codetermination Act (Mitbestimmungsgesetz – MitbestG).

The Supervisory Board of Deutsche Telekom AG advises the Board of Management and oversees its management of business. It is composed of 20 members: 10 represent the shareholders and 10 the employees. The employees’ representatives were most recently appointed at the delegates’ assembly on November 20, 2018.

Amendments to the Articles of Incorporation are made pursuant to § 179 and § 133 AktG and § 18 and § 21 of the Articles of Incorporation. According to § 21 of the Articles of Incorporation, the Supervisory Board is authorized, without a resolution by the shareholders’ meeting, to adjust the Articles of Incorporation to comply with new legal provisions that become binding for the Company and to amend the wording of the Articles of Incorporation.

The compensation system for our Board of Management is oriented towards the long-term performance of our Group. Since 2013, the compensation for our Supervisory Board has no longer included any long-term remuneration components. We comply with the recommendations of the German Corporate Governance Code (GCGC), as amended on February 7, 2017.

For a description of the compensation systems for the Board of Management and the Supervisory Board, please refer to the section “Other disclosures – Compensation report.”