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Governance

As of December 31, 2021, Board of Management responsibilities were distributed across eight Board departments.

Four of these cover cross-functional management areas:

  • Chairman of the Board of Management

and the Board of Management departments

  • Finance
  • Human Resources and Legal Affairs
  • Technology and Innovation.

In addition, there are four segment-based Board of Management departments:

  • Germany
  • Europe
  • T‑Systems
  • USA and Group Development.
Composition of the Board of Management as of December 31, 2021

 

 

Members of the Board of Management

Department

Timotheus Höttges

Chairman of the Board of Management (CEO)

Adel Al-Saleh

T‑Systems

Birgit Bohle

Human Resources and Legal Affairs

Srini Gopalan

Germany

Dr. Christian P. Illek

Finance (CFO)

Thorsten Langheim

USA and Group Development

Dominique Leroy

Europe

Claudia Nemat

Technology and Innovation

On February 25, 2021, the Supervisory Board resolved to reappoint Birgit Bohle as the Board of Management member for Human Resources and Legal Affairs for the period from January 1, 2022 through December 31, 2026. Also on February 25, 2021, the Supervisory Board resolved to reappoint Thorsten Langheim as the Board of Management member for USA and Group Development for the period from January 1, 2022 through December 31, 2026. Furthermore, on December 15, 2021, the Supervisory Board resolved to cancel Timotheus Höttges’ appointment as Chairman of the Board of Management effective December 31, 2021, and reappointed Mr. Höttges as Chairman of the Board of Management for the period from January 1, 2022 through December 31, 2026.

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 remuneration system for the Board of Management provides incentives to successfully implement the corporate strategy, to ensure a sustainable development of the Company, and is also focused on creating long-term value for our shareholders. The remuneration received by the members of the Supervisory Board is specified under § 13 of the Articles of Incorporation of Deutsche Telekom AG. Under the remuneration system, members of the Supervisory Board received fixed annual remuneration. The recommendations of the German Corporate Governance Code (GCGC), as published in the Federal Gazette on March 20, 2020, on “Remuneration of the Management Board and the Supervisory Board” (Section G) were complied with.

Detailed information on the remuneration of the Board of Management and the Supervisory Board is published in the separate remuneration report.

Members of the Board of Management and Supervisory Board of Deutsche Telekom AG were reported to have purchased and transferred 308,258 shares (2020: 353,569) and sold 0 shares (2020: 90,215) inter alia under the Share Matching Plan and as personal investments in the course of 2021. Total direct or indirect shareholdings in the Company or associated financial instruments by members of the Board of Management and the Supervisory Board do not exceed 1 % of the shares issued by the Company.