On February 23, 2023, the notice convening the Company’s 2023 Annual General Meeting, including the agenda and the proposals for resolution submitted by the Management Board, was published in the German Federal Gazette. Below, we reproduce, including the name of the shareholder submitting the motion or nomination and, where applicable, the reasons given, counterproposals and nominations relating to the agenda items of the 2023 Annual General Meeting that are required to be made available pursuant to §§ Sections 126 and 127 of the German Stock Corporation Act (AktG). Shareholder nominations for the election of Supervisory Board members also include the information required under § Section 127 sentence 4 AktG.
The counterproposals and nominations, together with their respective reasons, reflect the views communicated to us by their authors. We have also posted factual assertions online without alteration or verification, insofar as they are required to be made available.
You may support counterproposals that are solely aimed at rejecting the Management Board’s proposal by voting “No” on the Management Board’s proposed resolution for the relevant agenda items in the password-protected Internetdialog or on the postal voting forms or proxy and voting instruction forms provided by the Company, or by instructing your proxy, in particular the voting proxies appointed by the Company, to vote “No.”
Countermotions that seek not only to reject the proposal of the Management Board but also to adopt resolutions with different content, as well as election proposals, are identified below by letters. The relevant letters can be found in the password-protected Internetdialog and on the postal voting forms and forms for granting proxies and issuing instructions provided by the Company. To cast postal votes or issue instructions to the voting proxies appointed by the Company should these letter-designated countermotions and election proposals be put to a vote at the shareholders’ meeting, select or click the box corresponding to your vote next to the letter identifying the counterproposal or election proposal.
If you wish to grant not only a proxy but also voting instructions concerning the countermotions or election proposals designated by letters to an intermediary, a shareholders’ association, a proxy advisor within the meaning of § Section 134a(1) no. 3 and (2) no. 3 AktG, or a person deemed equivalent to any of these pursuant to § Section 135(8) AktG, please first make sure not only whether and under what conditions they are willing to represent you, but also, where applicable, to what extent they are willing to exercise your voting rights in connection with the relevant countermotions or election proposals.
The right of the chair of the meeting to call a vote first on the management's proposals remains unaffected. If the management's proposals are adopted by the required majority, any counterproposals or (differing) nominations for election are thereby rendered moot.
If you have any questions about the Annual General Meeting, please contact us by
email at hv-service@telekom.de or call the AGM hotline at 0228 181-55770, Monday through Friday (except public holidays), from 8:00 AM to 6:00 PM.
Last updated: 03/21/2022
The shareholder, Stefan Lenz, has submitted the following countermotion regarding Agenda Item 3:
“Countermotion regarding Agenda Item 3
Shareholder number […]
Dear Sir or Madam,
I propose that the Board of Management not be granted discharge. Deutsche Telekom is significantly lagging behind in expanding Optical fiber at my office location in Wilhelmsfeld. Owing to a market failure on the part of telecommunications providers, the municipality of Wilhelmsfeld, together with the Fibernet Rhein-Neckar GmbH special-purpose association, was therefore able to plan a comprehensive Optical fiber rollout for all households in Wilhelmsfeld. This rollout would have received substantial grant funding from the federal and state governments. Essentially, these were ideal conditions for the Optical fiber rollout promised by the federal government for a long time.
Unfortunately, after the municipality of Wilhelmsfeld decided that Deutsche Telekom was to provide service to the town, Deutsche Telekom changed its strategy. The introduction of what is known as Supervectoring in part of the area has resulted in the loss of the federal subsidy there. As a result, fiber-optic expansion for the businesses and residents in this area has been postponed indefinitely, and unfortunately Supervectoring offers no improvement in upload speeds. This means that the old copper cable will continue to be used in this area. In my view, Deutsche Telekom's actions here are an example of conduct that cannot be justified.
Kind regards,
Stefan Lenz“
The shareholder, Roland Olényi, has submitted the following counterproposals regarding agenda items 6 and 8:
TOP 6: Elections to the Supervisory Board
TOP 8: Approval of the remuneration report
Regarding agenda item 6: For cost reasons, it is urgently necessary to reduce the number of Supervisory Board members
. I therefore propose that the three individuals standing for election
NOT BE RE-ELECTED!
Regarding agenda item 8: For efficiency and cost reasons, the remuneration system for the Supervisory Board and the Board of Management must be redefined.
Where appropriate, at least two
Board of Management areas should also be combined with others, so that these remuneration/
costs will no longer be incurred as a result. THE REMUNERATION REPORT MUST THEREFORE BE REJECTED!
Kind regards,
Roland Olényi
Shareholder Hans Oswald has submitted the following nomination proposal for agenda item 6 (Proposal A):
Proposal A Nomination Proposal (PDF, 205 KB)
