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DtFinancial 1 10

Deutsche Telekom's 2023 financial year report highlights a stable performance amidst challenging conditions, with adjusted EBITDA AL growth of 0.7% to EUR 40.5 billion and a significant increase in free cash flow AL by 40.7% to EUR 16.1 billion. The company continues to focus on its transformation into a leading digital telecom, with T-Mobile US achieving substantial customer growth and maintaining its position as a top player in the U.S. market. Overall, Deutsche Telekom remains optimistic about its future growth and the trust placed in its products and services.

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0% found this document useful (0 votes)
43 views10 pages

DtFinancial 1 10

Deutsche Telekom's 2023 financial year report highlights a stable performance amidst challenging conditions, with adjusted EBITDA AL growth of 0.7% to EUR 40.5 billion and a significant increase in free cash flow AL by 40.7% to EUR 16.1 billion. The company continues to focus on its transformation into a leading digital telecom, with T-Mobile US achieving substantial customer growth and maintaining its position as a top player in the U.S. market. Overall, Deutsche Telekom remains optimistic about its future growth and the trust placed in its products and services.

Uploaded by

felite9538
Copyright
© © All Rights Reserved
We take content rights seriously. If you suspect this is your content, claim it here.
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Deutsche Telekom

THE

2023 FINANCIAL YEAR


Contents
Deutsche Telekom at a glance

To our shareholders
5 Letter from the Chair of the Board of Management
7 Supervisory Board’s report to the 2024 shareholders’ meeting
16 Members of the Board of Management of Deutsche Telekom AG in 2023
18 Members of the Supervisory Board of Deutsche Telekom AG in 2023
21 The T-Share
24 Development of selected financial data
26 Highlights

Combined management report


33 Introductory remarks
33 Group organization
36 Group strategy
44 Management of the Group
49 The economic environment
54 Development of business in the Group
70 Development of business in the operating segments
83 Development of business at Deutsche Telekom AG
86 Combined non-financial statement
115 Employees
128 Technology and innovation
133 Forecast
143 Risk and opportunity management
164 Governance and other disclosures

Consolidated financial statements


171 Consolidated statement of financial position
172 Consolidated income statement
173 Consolidated statement of comprehensive income
174 Consolidated statement of changes in equity
176 Consolidated statement of cash flows

Notes
178 Summary of accounting policies
206 Notes to the consolidated statement of financial position
237 Notes to the consolidated income statement
250 Other disclosures

Responsibility statement

Independent auditor’s reports


298 Report on the audit of the consolidated financial statements and of the combined management report
305 Independent practitioner’s report on a limited assurance engagement on non-financial reporting

Additional information
308 Reconciliation for the organic development in the 2023 financial year
309 Glossary
312 Disclaimer
313 Financial calendar
313 Contacts

Deutsche Telekom. The 2023 financial year. 2


To our shareholders Combined management report Consolidated financial statements Notes Additional information q ) / =

Deutsche Telekom at a glance


billions of €
Change
% 2023 2022 2021 2020 2019
Revenue and earnings
(according to the management approach) a

Net revenueb (2.1) 112.0 114.4 107.8 100.1 80.5


Of which: domestic % 23.0 22.1 23.0 24.4 30.5
Of which: international % 77.0 77.9 77.0 75.6 69.5
Service revenue b, c 1.0 92.9 92.0 83.2 78.1 n.a.
EBITDA 31.4 57.8 44.0 40.5 38.6 27.1
EBITDA (adjusted for special factors) 0.9 46.8 46.4 43.2 40.4 28.7
EBITDA AL 42.2 51.2 36.0 33.9 33.2 23.1
EBITDA AL (adjusted for special factors) 0.7 40.5 40.2 37.3 35.0 24.7
EBITDA AL margin (adjusted for special factors) % 36.2 35.1 34.6 35.0 30.7
Profit (loss) from operations (EBIT) n.a. 33.8 16.2 13.1 12.8 9.5
Revenue and earnings from continuing operations
(according to financial statements) a, d

Net revenueb (2.0) 112.0 114.2 107.6 99.9 n.a.


EBITDA 4.0 44.8 43.0 39.7 37.9 n.a.
Profit (loss) from operations (EBIT) 34.9 20.8 15.4 12.6 12.4 n.a.
Net profit (loss) n.a. 17.8 8.0 4.2 4.2 3.9
Net profit (loss) (adjusted for special factors) (12.6) 7.9 9.1 5.9 5.7 4.9
Profitability
ROCE % 9.0 4.5 4.1 4.6 5.1
Statement of financial position
Total assets (2.8) 290.3 298.6 281.6 264.9 170.7
Shareholders’ equity 4.5 91.2 87.3 81.5 72.6 46.2
Equity ratio % 31.4 29.2 28.9 27.4 27.1
Net debte (7.1) 132.3 142.4 132.1 120.2 76.0
Relative debte, f (Net debt/EBITDA (adjusted for special factors)) 2.82 3.07 3.06 2.78 2.65
Cash flows
Net cash from operating activities 4.1 37.3 35.8 32.2 23.7 23.1
Cash capex 25.9 (17.9) (24.1) (26.4) (18.7) (14.4)
Cash capex (before spectrum investment) 21.1 (16.6) (21.0) (18.0) (17.0) (13.1)
Free cash flow (before dividend payments and
spectrum investment)g 37.2 20.9 15.2 14.3 10.8 10.1
Free cash flow AL (before dividend payments and
spectrum investment)g 40.7 16.1 11.5 8.8 6.3 7.0
Net cash (used in) from investing activities 54.2 (10.2) (22.3) (27.4) (22.6) (14.2)
Net cash (used in) from financing activities (65.4) (25.5) (15.4) (10.8) 7.6 (7.1)
Employees
Average number of employees
(full-time equivalents, without trainees) thousands (3.0) 205 211 221 224 213
T-Share – key figures
Earnings per share € n.a. 3.57 1.61 0.87 0.88 0.82
Adjusted earnings per share € (12.6) 1.60 1.83 1.22 1.20 1.04
Dividend per shareh € 10.0 0.77 0.70 0.64 0.60 0.60
Dividend payouti billions of € 8.6 3.8 3.5 3.2 2.8 2.8
Adjusted weighted average number of ordinary shares outstanding millions 0.1 4,976 4,972 4,813 4,743 4,743
ESG KPIs
Energy consumptionj GWh (7.6) 12,241 13,253 13,323 12,843 9,324
CO2 emissions (Scope 1 and 2)k kt CO2e (6.9) 217 233 247 2,512 1,797
a The GD Towers business entity, which operated the cell tower business in Germany and Austria and was assigned to the Group Development operating segment, was recognized as a
discontinued operation in the consolidated financial statements from the third quarter of 2022 until its sale on February 1, 2023. By contrast, we use the management approach for the
presentation in the combined management report, i.e., the results of operations include the value contributions from GD Towers up to and including January 2023. For information on the
sale of GD Towers, please refer to the section “Group organization” in the combined management report and the section “Changes in the composition of the Group and other transactions”
in the consolidated financial statements.
b The prior-year comparatives up to and including 2020 were adjusted retrospectively to take account of changes to the principal/agent policy regarding the recognition of gross and net
revenues as of the third quarter of 2022.
c As of January 1, 2023, the definition of service revenue was extended. The prior-year comparatives up to and including 2021 were adjusted retrospectively.
d The GD towers companies were recognized in the consolidated financial statements as a discontinued operation from the third quarter of 2022 until their sale on February 1, 2023. The
prior-year comparatives up to and including 2020 were adjusted retrospectively. For further information, please refer to the section “Summary of accounting policies” in the consolidated
financial statements.
e Including net debt reported under liabilities directly associated with non-current assets and disposal groups held for sale.
f Calculated using EBITDA (adjusted for special factors) according to the management approach, i.e., including the contributions by GD Towers.
g And before interest payments for zero-coupon bonds and before termination of forward-payer swaps at T-Mobile US (both in 2020).
h Subject to approval by the relevant bodies and the fulfillment of other legal requirements.
i Subject to approval by the 2024 shareholders’ meeting concerning the dividend payments for the 2023 financial year. For further information, please refer to Note 35 “Dividend per share”
in the notes to the consolidated financial statements.
j Energy consumption, mainly: electricity, fuel, other fossil fuels, district heating for buildings.
k Calculated according to the market-based method of the Greenhouse Gas Protocol.

Deutsche Telekom. The 2023 financial year. 3


To our shareholders Combined management report Consolidated financial statements Notes Additional information q ) / =

millions
Change
% 2023 2022 2021 2020 2019
Fixed-network and mobile customers
Mobile customersa 2.8 252.2 245.4 248.2 241.5 184.0
Fixed-network lines 0.4 25.4 25.3 26.1 27.4 27.5
Broadband customersb 2.9 22.0 21.4 21.6 21.7 21.0

a Including T-Mobile US wholesale customers. During the fourth quarter of 2023, T-Mobile US recognized a base adjustment to reduce wholesale customers by 339 thousand to remove
certain customers serviced through its wholesale partners associated with government assistance plans, which are excluded from its customer counts.
b Excluding wholesale.
The figures shown in this report were rounded in accordance with standard business rounding principles. As a result, the total indicated may not be equal to the precise sum of the individual
figures. Changes were calculated on the basis of millions for greater precision.
Sprint has been included in Deutsche Telekom’s consolidated financial statements as a fully consolidated subsidiary since April 1, 2020, which means comparability with prior-year figures is
partially limited.

For information on the development of business in the operating segments, please refer to the section “Development of business in the operating segments” in the combined management
report and in the IR back-up on our Investor Relations website.

For information on our performance indicators and alternative performance measures, please refer to the section “Management of the Group” in the combined management report and our
Investor Relations website.

Deutsche Telekom. The 2023 financial year. 4


To our shareholders Combined management report Consolidated financial statements Notes Additional information q ) / =

To our shareholders
Letter from the Chair of the Board of Management
Dear shareholders,
Dear friends of Deutsche Telekom,
2023 was complex and challenging. In these uncertain times, the calls to focus exclusively on ourselves are growing louder.
We often hear that people are overwhelmed by the complexity of interdependencies. That their worries about the future are
being ignored by politicians. As is their need for safety and security. That nations can’t act because their hands are tied. It is
effective rhetoric. Extreme views are gaining traction because they offer easy answers and promise even easier solutions. Yet
it is a fallacy to believe that such ideologies would effect positive change. Just as it is to believe that greater isolation and less
migration begets prosperity.

One of our biggest strengths as Europe lies in integrating people from diverse backgrounds, who possess wide-ranging talents
and skills, into our working environment. We offer them an opportunity for inclusion in our free and democratic society. In
return, they apply their talent and productivity to helping maintain this basic order. The resulting social cohesion is fundamental
to modern, functioning, and diverse democracies.

It makes us happy that people of all religions, genders, and cultures, from across all four corners of the globe, come together
at Deutsche Telekom for our customers. This helps not only our Company to grow, but also each individual to grow personally.
Many people working at Deutsche Telekom have a migratory background. They do a great deal for our Company. They are part
of us. Against this backdrop, it is even more important that hundreds of thousands of people Germany-wide took to the streets
in support of civil liberties and diversity in January 2024. Because that is the hallmark of a vibrant civil society.

Dear shareholders,
In these uncertain times, Deutsche Telekom has kept doing what it does best: It showed stability over the last year. Remained
dependable. Ran its business successfully. And – like in the years before – rose to its responsibility as a stabilizing element
of our society. You could also say: we never stop trying to live up to the trust that people place in us. This is decisive for
Deutsche Telekom.

Our businesses continue on their growth course. We are keenly focused on pursuing our transformation into the Leading Digital
Telco. We stay on our chosen path, our sights set on what is ahead. And we remain optimistic.

The year just ended gives us good reason to be. 2023 was an outstanding year for Deutsche Telekom in terms of performance.
We improved our key financial figures on both sides of the Atlantic. Our adjusted EBITDA AL grew by 0.7 % to EUR 40.5 billion.
In organic terms, we grew by 4.0 %. Free cash flow AL increased by 40.7 % to EUR 16.1 billion. This puts us ahead of our guidance
for the 2023 financial year.

The primary reason for this: more and more people worldwide trust in Deutsche Telekom and its products. In the United
States, our subsidiary T‑Mobile US once again delivered industry-leading customer growth and earnings. Ahead of long-time
incumbents Verizon and AT&T. Across the entire year, our colleagues won around 5.7 million new customers for a mobile
communications contract with our U.S. subsidiary. T‑Mobile US remains the number one for customer growth on the most
important mobile communications market globally. More than 300 million people can access T‑Mobile US’ ultra-fast 5G
network, the country’s best mobile infrastructure. The most important foundation for future growth is therefore in place.

Since 2023, we have held the majority stake in this industry-leading network. Taking the treasury shares held by T‑Mobile US
into account, our ownership stake in T‑Mobile US was over 50 % at the end of 2023. We also have strategically expanded
our ownership position in T‑Mobile US by way of a capital increase from the agreement we reached with SoftBank in 2021.
To achieve this, our shareholders accepted that the capital increase would have a minor dilutive effect on their share in
Deutsche Telekom. We intend to reverse this effect in part with our share buy-back, which we have begun in 2024. We are now
honoring the trust of our shareholders, exactly as we said we would.

I can only reiterate the strategic relevance of the U.S. investment. We are strong in the United States. With the integration
of Sprint almost complete, we are now seeing strong growth in earnings and free cash flow at our T‑Mobile US – exactly
as we planned. Since 2019, the year before the business combination with Sprint, T‑Mobile US has more than doubled its
adjusted EBITDA and more than tripled its free cash flow. The company’s market capitalization has almost tripled since then,
and the value of our stake has substantially more than doubled. Since the fourth quarter of 2023, T‑Mobile US also has started
paying a dividend. This aids our record investments in Germany and in our European subsidiaries.

Deutsche Telekom. The 2023 financial year. 5


To our shareholders Combined management report Consolidated financial statements Notes Additional information q ) / =

On our home continent, we have been at the top of our industry for many years. The “T” shines out in Germany and in our
national companies. We intend to build on this leading position by winning more and more people with the best network
experience, and offering them the best connectivity with high-speed internet and best-in-class service.

Our technicians and engineers brought us closer to this goal over the past year. They pushed themselves to the limits of
their abilities, setting yet another new record for the build-out of fiber to the home (FTTH): last year, Deutsche Telekom gave
more than 2.5 million households in Germany access to a fiber-optic line. This brought the total number of households able to
connect to our FTTH network to around 8 million at the end of 2023. We will pass the 10 million mark in 2024.

Our 5G build-out, too, is industry-leading. At present, around 96 % of the population of Germany can access our 5G mobile
network, thanks to more than 80,000 antennas across Germany transmitting 5G, 10,000 of these using the ultra-fast 3.6 GHz
band.

In the long term, nationwide coverage with the networks of the future – optical fiber and 5G – is decisive for safeguarding
Germany’s future as a place to do business. We want to play our part in ensuring that all households in Germany have access
to a fiber-optic line with gigabit speeds by 2030. In concrete terms, we intend to build out more than 25 million lines. But this
is a gargantuan task, and our competitors must also pull their weight. Deutsche Telekom can contribute, but it cannot digitalize
Germany singlehandedly.

Our “T” is now one of the top 10 most valuable brands worldwide. We are ninth in the ranking, and the most valuable brand in
Europe. The latest Brand Finance report values the “T” at USD 73.3 billion. This success places Deutsche Telekom in an exclusive
circle that includes global tech giants like Apple, Microsoft, and Google, who occupy the top three spots, highlighting the depth
of strength in the technology sector.

In this dynamic environment, it is all the more impressive that Deutsche Telekom is now considered the most valuable
telecommunications brand worldwide. This result is validation of our investments in the best networks, best service, and our
commitment to digital technologies, as well as the work of our people. Deutsche Telekom is more than just a company that
stands for the promise: Connecting your world. Today, it is THE provider to the Western world.

Dear shareholders,
We also saw the price of the T-Share perform impressively well over the past year. After passing the EUR 20 mark in 2023 for
the first time in several years, in January 2024 our share price hit EUR 23.22, its highest level for more than 22 years. At 20.3 %,
total shareholder return for the entire year 2023 – i.e., including re-invested dividends – is on par with development of the
DAX 40. Over a three-, five-, and even ten-year horizon, an investment in T-Shares has outperformed both an investment in the
DAX and in all major European industry peers.

We want those who have shown confidence in us to also participate in this success: our shareholders. Many of them have
remained loyal to us for decades, and we have weathered some storms together. Without them, our investors,
Deutsche Telekom as it stands today would not exist. On the basis of the strong earnings performance, we intend to increase
the dividend for the 2023 financial year to EUR 0.77 per share. Provided we get the approval of the shareholders’ meeting, of
course. Just like last year, this is an increase of 10 %, and this step is in line with our communicated dividend policy. It is yet
further testimony to Deutsche Telekom’s dependability and stability.

This is further corroborated by the rating agencies: Our major ratings are once again within our target range of BBB+/Baa1 with
a stable outlook. The average share price set by the stock analysts tracking us is well over EUR 26. This also shows the huge
confidence the financial market has in us.

Dear shareholders,
Despite the complex circumstances, our results for 2023 are excellent. That’s an outstanding achievement. But we are not
complacent about our success. We can see how rapidly new technologies like artificial intelligence are rising to prominence.
And we have identified where we must step on the gas if we want to be the Leading Digital Telco worldwide. We are taking the
necessary action. For instance, with our Global Telco AI Alliance with SK Telecom, e&, and Singtel.

But at the same time, we act with caution and adhere to our ethical principles. Just so our customers know: Around 200,000
people work at Deutsche Telekom worldwide, and they take their responsibility seriously. With them, we are in the best hands,
including when it comes to critical topics like artificial intelligence. We trust in Deutsche Telekom.

Best regards,
Tim Höttges

Deutsche Telekom. The 2023 financial year. 6


To our shareholders Combined management report Consolidated financial statements Notes Additional information q ) / =

Supervisory Board’s report to the 2024 shareholders’ meeting


Dear shareholders,
The 2023 financial year was characterized by the further implementation of the Group strategy and the Group’s ongoing
transformation in an age of digitalization and technological change. With its strategy to transform Deutsche Telekom into
the Leading Digital Telco, the Company is well positioned to leverage future opportunities and face challenges head on.
In the financial year just ended, the Board of Management closed numerous transactions serving to further optimize and
protect the Company’s investment portfolio. In the 2023 financial year, business developed well overall. Deutsche Telekom
successfully manages the challenges caused by geopolitical tensions, increased energy prices, and high inflation with the
requisite discipline. The network build-out was ramped up further and the Company again underscored its ability to perform
at the top level with special offerings for customers and its strong commitment to service. The Group held its own in the
challenging environment despite the rising intensity of competition. Strong results brought the 2023 financial year to a
successful close. The Group continues on its course for growth while maintaining its industry-leading position.
Deutsche Telekom became the most valuable company brand in Europe and consequently also in Germany for the first time
ever in 2023. Furthermore, the Company continued to live up to its responsibility to society in this financial year, for example,
by supporting people in and from areas affected by crisis, including Ukraine, Turkey, Syria, and Israel, and by pursuing ambitious
sustainability targets. The Supervisory Board exercised its functions as an advisory and supervisory body and gave the Board of
Management its full support.

Supervisory Board activities in the 2023 financial year


We continually supervised and supported the Board of Management in its management of the Company by providing advice.
Specifically, this consisted of ensuring that the Board of Management’s activities were lawful, compliant, appropriate,
strategically relevant, sustainable, and efficient.

The Board of Management’s written and oral reports formed the essential basis for the fulfillment of the Supervisory Board’s
tasks and duties under the law, the Articles of Incorporation, and the Rules of Procedure. The Board of Management kept
us regularly informed in good time on corporate strategy, planning, business development of the Company and its different
segments, the risk situation, risk and opportunity management, compliance, innovation focuses, and any deviations in the
business development from original plans, as well as significant business transactions involving the Company and its major
subsidiaries and associates.

The Board of Management fulfilled its duties to inform quickly and in full. The Board of Management’s reports met all statutory
requirements, the standards of good corporate governance, and the criteria imposed on them by us with regard to both content
and scope. In addition to the reports, we requested and received supplementary information. We reviewed, critically analyzed,
and verified the plausibility of these reports and other information.

The Rules of Procedure of the Board of Management and Supervisory Board include a list of transactions and measures for
which the Board of Management has to obtain approval from the Supervisory Board. We met with the Board of Management to
discuss and thoroughly review the business transactions and measures presented to us in the 2023 financial year for approval
in line with this document. We approved the transactions and measures submitted for resolution.

The frequency of plenary and committee meetings means that we are in close contact with the Board of Management. The
Board of Management also reports on individual issues in writing or in discussions between the meetings. In addition, the Chair
of the Supervisory Board is in contact with the Board of Management, especially the Chair of the Board of Management, at
regular appointments at which current business transactions, strategy issues, planning, business development, sustainability,
regulation, the risk situation, risk and opportunity management, and compliance, as well as other significant events, are
discussed.

In the 2023 financial year, seven Supervisory Board plenary meetings were held as well as one off-site conference, and
23 meetings of the Supervisory Board committees took place. Detailed information concerning the form in which these
meetings were held (face to face/virtual) is provided below. The overall attendance rate was around 97 %. In total, each of the
Supervisory Board members attended more than 75 % of the plenary meetings and the meetings of the respective committees
on which they sit. Those members who were unable to attend meetings were generally able to participate nonetheless by
submitting their votes in writing or by way of prior briefings on resolutions for decision.

Deutsche Telekom. The 2023 financial year. 7


To our shareholders Combined management report Consolidated financial statements Notes Additional information q ) / =

The meetings were either held face to face or virtually:

Committee Face-to-face meetingsa Virtual meetings


Plenary meeting/off-site conference 5 3
General Committee 7 2
Finance Committee 2 2
Audit Committee 5 0
Staff Committee 2 0
Nomination Committee 1 0
Technology and Innovation Committee 1 1
Mediation Committee (no meetings held)

a Option to participate via video/audioconference in certain cases where the participant could not be physically present.

Five resolutions were additionally adopted outside of the meetings by means of a written procedure: three by the Supervisory
Board as a whole, and one each by the General Committee and the Audit Committee.

Members of the Board of Management attended the plenary meetings and the committee meetings of the Supervisory Board.
The Supervisory Board also came together in plenary meetings without the Board of Management on a regular basis. The
Supervisory Board followed up the off-site conference with an executive session without the Board of Management.

In the Supervisory Board meeting on February 22, 2023, in the presence of the external auditor, we primarily dealt with the
Company’s 2022 annual financial statements and consolidated financial statements, the Group management report, which
is combined with the management report of Deutsche Telekom AG (combined management report), and the combined non-
financial statement contained in the combined management report as a separate section. Our approval of the 2022 annual
financial statements was based on the recommendation of the Audit Committee. The same applies to the review of the
combined non-financial statement. We agreed to the Board of Management’s proposal on the appropriation of net income.
In addition, we adopted a resolution on the preparation of the 2022 remuneration report and approved the agenda for
the 2023 shareholders’ meeting, including the selection of Deloitte GmbH Wirtschaftsprüfungsgesellschaft, Munich, as the
independent auditor of the annual financial statements and consolidated financial statements for the 2023 financial year
based on the recommendation of the Audit Committee. Beyond this, we dealt with various matters pertaining to the Board
of Management and the Supervisory Board. The Board of Management reported comprehensively on the current situation
(development of the cell tower business, cyberattacks on T‑Mobile US, etc.) and the most important financial and operational
KPIs for the Group and its segments. Furthermore, we approved the acquisition of Kaʼena Corporation by T‑Mobile US. We also
adopted the resolution on the transfer of Deutsche Telekom MMS GmbH into Deutsche Telekom AG.

In the meeting on May 16, 2023, the Board of Management informed us comprehensively of the current situation (fiber-
optic build-out, artificial intelligence, effects of inflation, etc.) and the financial and operational KPIs for the Company and its
segments in the first quarter of 2023. We approved the actions of the board members of co-determined, direct subsidiaries.
Additionally, we carried out a periodic review of the risk report.

In the meeting on August 11, 2023, we adopted a resolution on the acquisition of spectrum by T‑Mobile US. The Board of
Management also provided an update on the development of business.

In the meeting on September 6, 2023, the Board of Management reported on the current situation and the financial and
operational KPIs for the Company and its segments in the second quarter of 2023. We also adopted a resolution on the
self-commitment by the members of the Supervisory Board to comply with Deutsche Telekom AG’s Policy on Handling Inside
Information. Beyond this, we dealt with various matters pertaining to the Board of Management (car policy, etc.). In addition,
we approved a further share buy-back program at T‑Mobile US and the sale by Deutsche Telekom AG of a portion of its shares
in T‑Mobile US. The Board of Management gave us an introduction to artificial intelligence and explained Deutsche Telekom’s
approach to this topic. The Board of Management also informed us about the strategic priorities set for HR. Lastly, we approved
the sale of an DTCP equity investment, and approved the composition of the supervisory board of Telekom Deutschland GmbH.

At the joint off-site conference with the Board of Management on September 7, 2023, we dealt with market developments and
trends in the telecommunications industry and Deutsche Telekom’s strategic ambitions. The Board of Management specified in
more detail its plans for implementing the strategy to become the Leading Digital Telco. We conferred on individual strategic
focal points and scenarios. This entailed a look at matters such as the B2C business, the B2B approach, platform business
models, and the portfolio strategy. The T‑Mobile US management team additionally gave us a strategy update.

Deutsche Telekom. The 2023 financial year. 8


To our shareholders Combined management report Consolidated financial statements Notes Additional information q ) / =

In our meeting on October 13, 2023, we approved Adel Al-Saleh’s resignation from the Board of Management as of midnight
on December 31, 2023 along with a termination agreement effective the same date. We also appointed Dr. Ferri Abolhassan as
the Board member responsible for T‑Systems for the period from January 1, 2024 to midnight on December 31, 2026.

In the meeting on November 2, 2023, the Board of Management gave us its preliminary proposal on shareholder remuneration
for the 2023 financial year, which we proceeded to discuss jointly.

In our meeting on December 12, 2023, we dealt with various matters pertaining to the Board of Management and the
Supervisory Board: we resolved on the target achievement for the 2023 financial year, the election of the Deputy Chair of the
Supervisory Board, and the changes to the structure and composition of the Supervisory Board committees, as well as changes
to the Rules of Procedure of both the Board of Management and the Supervisory Board effective January 1, 2024. Furthermore,
the Board of Management reported on the current situation and the financial and operational KPIs in the Company and its
segments in the third quarter of 2023. One focus of the meeting was the resolution on the budget and on the annual financing
plan for the 2024 financial year. In addition, we acknowledged the medium-term planning for 2024 through 2027. We approved
the creation of a tech fund and the sale of Software Daten Service GmbH, a subsidiary of T‑Systems International GmbH, and
adopted a resolution on the composition of the supervisory board of Deutsche Telekom IT GmbH. We also adopted resolutions
on the German Corporate Governance Code (including resolutions on the Declaration of Conformity and the qualification matrix
concerning the implementation status of the skills profile for the Supervisory Board). Lastly, we carried out the periodic review
of the risk report.

In our plenary meetings and in the Audit Committee in particular, we also regularly supervised the management of the
Company by the Board of Management. As part of this, we made sure that the Board of Management ensured compliance with
legal provisions and internal standards and policies supported by the Group-wide compliance organization. We also regularly
met with the Board of Management to discuss the internal control system it had introduced and the risk and opportunity
management system. Based on our regular deliberations and on the audit reports from the external auditor, we came to the
conclusion that there are no factors which contradict the appropriateness and effectiveness of these systems in their entirety.

Outside of our meetings, the members of the Supervisory Board also attended information events to keep up to date on the
latest topics and developments.

Organization of the Supervisory Board’s activities


To increase the efficiency of our work, and in consideration of the specific requirements we have to fulfill, we have set up
the committees listed below, all of which have an equal number of shareholders’ and employees’ representatives, with the
exception of the Nomination Committee. The chairs of the respective committees regularly reported to the plenary meeting on
the content and results of the committee meetings.

Deutsche Telekom. The 2023 financial year. 9


To our shareholders Combined management report Consolidated financial statements Notes Additional information q ) / =

Supervisory Board committees (until Dec. 31, 2023)

Committee Supervisory Board member Committee Supervisory Board member


General Committee Nomination Committee
Dr. Frank Appel (Chair) Dr. Frank Appel (Chair)
Katja Hessel Katja Hessel
Kerstin Marx Dagmar P. Kollmann
Frank Sauerland
Finance Committee Mediation Committee
Karl-Heinz Streibich (Chair) Dr. Frank Appel (Chair)
Eric Daum, since Nov. 8, 2023 Katja Hessel
Constantin Greve Kerstin Marx
Nicole Koch, until Nov. 7, 2023 Frank Sauerland
Dagmar P. Kollmann
Karin Topel
Stefan B. Wintels
Audit Committee Technology and
Innovation Committee
Dagmar P. Kollmann (Chair) Lothar Schröder (Chair), until Nov. 7, 2023
Karl-Heinz Streibich
Dr. Günther Bräunig, until Apr. 5, 2023 (Chair since Nov. 8, 2023)
Dr. Helga Jung Odysseus D. Chatzidis
Petra Steffi Kreusel Lars Hinrichs
Kerstin Marx Frank Sauerland, since Nov. 8, 2023
Susanne Schöttke Nicole Seelemann-Wandtke
Stefan B. Wintels, since Apr. 5, 2023 Margret Suckale
Staff Committee
Frank Sauerland (Chair)
Dr. Frank Appel
Odysseus D. Chatzidis
Harald Krüger
Kerstin Marx
Margret Suckale

The General Committee met nine times in 2023, one meeting of which was held jointly with the Finance Committee. The
committee focused mainly on preparing the recommendations for resolution for the plenary meetings in regard to all of
the decisions on Board of Management and Supervisory Board matters. Board of Management remuneration and succession
planning for the Board of Management were central topics of discussion. The committee reviewed the appropriateness of the
Board of Management remuneration as scheduled. In the joint meeting with the Finance Committee, the General Committee
addressed the budget for 2024 in particular and made a recommendation for resolution in this regard to the Supervisory Board.
The medium-term planning for 2024 to 2027 was also addressed in this meeting.

The Finance Committee met four times, of which one meeting was together with the General Committee. Recurring topics
in the meetings included annual financing planning, interest and foreign currency management, pension obligations and
capital investments, net debt and ratings, and a particular focus on budgeting and medium-term planning at T‑Mobile US.
The committee also dealt with issues in order to prepare items for discussion in the subsequent Supervisory Board plenary
meetings (acquisition of Kaʼena Corporation by T‑Mobile US). In the joint meeting with the General Committee, the Finance
Committee discussed the 2024 annual financing plan in particular and made a recommendation for resolution in this regard to
the Supervisory Board.

The Audit Committee met five times in 2023. The external auditor was present at all five meetings. The Audit Committee
also consulted with the external auditor without the Board of Management in three of these meetings. The Audit Committee’s
area of responsibility is defined by German and European legislation, the German Corporate Governance Code, and the Rules
of Procedure of the Supervisory Board. It includes, in particular, the monitoring of accounting and the accounting process,
the effectiveness of the internal control system (ICS), the risk and opportunity management system, the internal auditing
system, compliance, including the compliance management system, and data privacy and data security. The Audit Committee
also handled matters relating to the audit of the Company’s financial statements, in particular selecting and ensuring the
independence of the external auditor, and of the additional services provided by the external auditor, the commissioning
of the external auditor for the audit of the annual financial statements and consolidated financial statements, including the
obligations to provide information as recommended by the German Corporate Governance Code, the agreement on fees,
as well as the stipulation of the main focuses of the audit. Furthermore, the Audit Committee discussed the assessment
of the audit risk, the audit strategy and audit plan, and the audit results together with the external auditor. Outside of
these meetings, the Chair of the Audit Committee was in regular dialog with the external auditor on the audit progress
and other topics, which she reported back to the Audit Committee. The Audit Committee commissioned Deloitte GmbH
Wirtschaftsprüfungsgesellschaft, Munich, to perform a limited assurance engagement on the combined non-financial
statement contained in the combined management report as a separate section, as well as a reasonable assurance engagement
in respect of the two management-relevant performance indicators (energy consumption and CO2 emissions (Scope 1 and 2)).

Deutsche Telekom. The 2023 financial year. 10

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