REG-Commerzbank Aktiengesellschaft Jens Weidmann new Chairman of Commerzbank’s Supervisory Board

COMMERZBANK AGAnnouncement

31/05/2023 18:45

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   Commerzbank Aktiengesellschaft (CZB)
   Jens Weidmann new Chairman of Commerzbank’s Supervisory Board

   31-May-2023 / 19:32 CET/CEST
   The issuer is solely responsible for the content of this announcement.

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     • Unanimous election following today’s Annual General Meeting
     • Jens Weidmann: “Thanks to the transformation progress, Commerzbank is
       again in a good position to help shape the economic future of
       Germany.”
     • AGM approves dividend of 20 cent per share

   Jens Weidmann is the new Chairman of the Supervisory Board of Commerzbank.
   Following today’s Annual General Meeting (AGM), the Supervisory Board
   unanimously elected the former President of Deutsche Bundesbank as
   successor to Helmut Gottschalk. Previously, the shareholders had elected
   Weidmann to the committee by a large majority.

   “I'm looking forward to the important task of accompanying Commerzbank on
   its way ahead in my role as Chairman of the Supervisory Board. I would
   like to thank the shareholders and the Supervisory Board for their trust,”
   said Jens Weidmann. “As the largest economy in Europe, Germany needs an
   efficient banking sector. As the leading bank for the Mittelstand,
   Commerzbank has a key role here. Thanks to the transformation progress,
   the Bank is again in a good position to help shape the economic future of
   Germany.”

   Helmut Gottschalk, who had been elected as Chairman of the Supervisory
   Board in 2021, said: “With Dr Weidmann, the Bank was able to gain a widely
   respected personality for the election to the Supervisory Board and its
   Chair – thanks to early initiating the succession process. I am pleased
   about that. Jens Weidmann stands for stability and independence, so that
   Commerzbank can continue its successful course of independent development.
   I began two years ago with the aim of leading the Bank to new strength
   together with the Board of Managing Directors. In that, we have succeeded.
   Commerzbank is back – in the profit zone and in the leading German stock
   index Dax.”

   In his speech at the AGM, CEO Manfred Knof expressed his thanks to Helmut
   Gottschalk on behalf of the entire Board of Managing Directors: “You have
   had an important impact to Commerzbank’s way back to success. Commerzbank
   has benefited from your contribution. We wish you only the best for the
   future.” Regarding the development of Commerzbank, Knof said: “In the 2022
   financial year, we delivered what we promised. The business model is again
   so strong that we achieved the best net result in more than a decade
   despite high extraordinary burdens. This gives us scope to distribute
   capital again. We will not rest on what we have achieved, though. We are
   working on the further development of our strategy for the period after
   2024. The aim is to earn our capital costs in the medium term.”

   With a majority of  99.99%, the AGM approved  the dividend proposal of  20
   cents per  share for  the 2022  financial year.  In addition,  Commerzbank
   plans a share buyback of €122 million  in the near future, which has  been
   already approved by  the supervisory  authority. Commerzbank  last paid  a
   dividend four years ago.

   The shareholders voted as follows on the further key items on the agenda:

   Ratification of actions (items 3 and 4)

   The AGM ratified the Board of Managing Directors’ actions as well as the
   Supervisory Board’s actions with an average majority of 95.9% and more
   than 96.4% respectively.

   Approval of remuneration report (item 6)

   The AGM approved the remuneration report for the last financial year with
   a majority of 85.81%.

   Election of new Supervisory Board members (item 7)

   In the regular election of the Supervisory Board members, the AGM followed
   the proposals of the administration and elected the following
   shareholders’ representatives by a large majority to the committee:

     • Harald Christ (managing shareholder of Christ & Company Consulting
       GmbH)
     • Dr Frank Czichowski (former Senior Vice President/Treasurer KfW
       Banking Group)
     • Sabine U. Dietrich (former member of the Board of Directors of BP
       Europe SE)
     • Dr Jutta A. Dönges (Chief Financial Officer of Uniper SE)
     • Burkhard Keese (Chief Operating and Financial Officer, Lloyd’s of
       London)
     • Daniela Mattheus (Co-Managing Partner, European Center for Board
       Effectiveness GmbH)
     • Caroline Seifert (management consultant for transformation)
     • Dr Gertrude Tumpel-Gugerell (former member of the Executive Board of
       the European Central Bank, ECB)
     • Dr Jens Weidmann (former President of Deutsche Bundesbank and former
       member of the Governing Council of the ECB)
     • Frank Westhoff (former member of the Board of Managing Directors of DZ
       Bank AG)

   In addition to Jens Weidmann, Harald Christ has also been newly elected to
   the Supervisory Board as a shareholder representative. Robin J. Stalker,
   like Helmut Gottschalk, did not run for election again and left the
   committee at the end of the AGM. The term of office of the members of the
   Supervisory Board is four years and ends with the AGM which resolves the
   ratification of actions for the 2026 financial year.

   Anticipatory resolutions on authorised and additional core capital (items
   8 to 10)

   The anticipatory resolutions on authorised capital as well as on
   authorised profit participation rights and other hybrid bonds which are
   recognised as additional Tier 1 capital (AT 1 capital) were revised. The
   anticipatory resolutions give the Board of Managing Directors the
   flexibility to adjust the Bank’s equity level to current requirements on
   short notice.

   Amendment of the articles of association for virtual shareholders’
   meetings (item 11)

   The shareholders voted by a majority of 87.65% in favour of the proposal
   to include the possibility of virtual general meetings in the articles of
   association. This means that for AGMs until 31 May 2025, the Board of
   Managing Directors can also choose the virtual format without the physical
   presence of the shareholders or their representatives.

   Further information on this year’s AGM is available on our  1 website.

   Press contact
   Erik Nebel  +49 69 136-44986
   Kathrin Jones  +49 69 136-27870

   Investor contact
   Jutta Madjlessi  +49 69 136-28696
   Michael Klein  +49 69 136-24522

    

   About Commerzbank

   Commerzbank is the leading bank for the German Mittelstand and a strong
   partner for around 26,000 corporate client groups and almost 11 million
   private and small-business customers in Germany. The Bank’s two Business
   Segments – Private and Small-Business Customers and Corporate Clients –
   offer a comprehensive portfolio of financial services. Commerzbank
   transacts approximately 30 per cent of Germany’s foreign trade and is
   present internationally in almost 40 countries in the corporate clients’
   business. The Bank focusses on the German Mittelstand, large corporates,
   and institutional clients. As part of its international business,
   Commerzbank supports clients with German connectivity and companies
   operating in selected future-oriented industries. In the Private and
   Small-Business Customers segment, the Bank is at the side of its customers
   with its brands Commerzbank and comdirect: online and mobile, in the
   advisory centre, and personally in its branches. Its Polish subsidiary
   mBank S.A. is an innovative digital bank that serves approximately
   5.7 million private and corporate customers, predominantly in Poland, as
   well as in the Czech Republic and Slovakia.

   Disclaimer

   This release contains forward-looking statements. Forward-looking
   statements are statements that are not historical facts. In this release,
   these statements concern inter alia the expected future business of
   Commerzbank, efficiency gains and expected synergies, expected growth
   prospects and other opportunities for an increase in value of Commerzbank
   as well as expected future financial results, restructuring costs and
   other financial developments and information. These forward-looking
   statements are based on the management’s current plans, expectations,
   estimates and projections. They are subject to a number of assumptions and
   involve known and unknown risks, uncertainties and other factors that may
   cause actual results and developments to differ materially from any future
   results and developments expressed or implied by such forward-looking
   statements. Such factors include the conditions in the financial markets
   in Germany, in Europe, in the USA and other regions from which Commerzbank
   derives a substantial portion of its revenues and in which Commerzbank
   holds a substantial portion of its assets, the development of asset prices
   and market volatility, especially due to the ongoing European debt crisis,
   potential defaults of borrowers or trading counterparties, the
   implementation of its strategic initiatives to improve its business model,
   the reliability of its risk management policies, procedures and methods,
   risks arising as a result of regulatory change and other risks.
   Forward-looking statements therefore speak only as of the date they are
   made. Commerzbank has no obligation to update or release any revisions to
   the forward-looking statements contained in this release to reflect events
   or circumstances after the date of this release.

    

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   Dissemination of a Regulatory Announcement, transmitted by EQS Group.
   The issuer is solely responsible for the content of this announcement.

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   ISIN:          DE000CBK1001
   Category Code: AGM
   TIDM:          CZB
   LEI Code:      851WYGNLUQLFZBSYGB56
   Sequence No.:  247697
   EQS News ID:   1646515


    
   End of Announcement EQS News Service

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