DenizBank AG

§ 65a BWG (Austrian Banking Act)

§ 65a BWG - Provisions

Information concerning those measures implemented by DenizBank AG to ensure compliance with corporate governance provisions, the regulation of remuneration and in relation to the branch office directory and the key indicators of the annual financial statement.

§ 5 (1) no. 6 to 9a BWG (Qualification criteria and activities of the directors)

The Fit & Proper Office continuously evaluates compliance with these conditions by way of an annual review. A Fit & Proper Policy has been issued to set out the principles underlying the fit and proper test for directors. Relevant external and internal training programmes, moreover, are arranged for all the members of the Management Board.

§ 28a (5) no. 1 to 5 BWG (Qualification criteria for and activities of the members of the Supervisory Board)

The Fit & Proper Office continuously evaluates compliance with these conditions by way of an annual review. A Fit & Proper Policy has been issued, to set out the principles underlying the fit and proper test for Supervisory Board members. Relevant external and internal training programmes, moreover, are arranged for all the members of the Supervisory Board.

§ 29 BWG (Nominations Committee)

In order to comply with § 29 BWG, the Supervisory Board has established a Nominations Committee. This committee assists the Supervisory Board in filling vacant positions in the Management Board and ensures observance of the general and personnel-related requirements imposed by the BWG on the relevant administrative bodies of the institution.

Furthermore the Nomination Committee defines a target ratio for the diversity of the Management and Supervisory Board and develops a strategy for its implementation.

The target quota for the underrepresented gender in the Management Board remains at 20%. The target ratio for the underrepresented gender in the Supervisory Board is defined at 1/7. It is the strategy of the company to appoint additional or freed mandates with such representatives to achieve the target quota. Since inception of the respective regulatory guidelines the target quota could not be achieved yet.  

§ 39b BWG and the Annex to Section 39b BWG (Principles of remuneration policy and practices)

Once every year Human Resources provides the Supervisory Board with a report detailing the measures implemented to ensure compliance with § 39b BWG.

The Supervisory Board has established a Remuneration Committee within DenizBank AG. This committee monitors compliance with the remuneration guidelines, which are implemented through the definition and application of the remuneration policy.

§ 64 (1) no. 18 und 19 BWG (branch office directory and key business figures)

These figures are published on the internet once the annual financial statement is published. Suitable processes are instituted within the Bank through which the Accounts department regularly audits the data and figures defined in § 64 (1) no. 18 und 19 BWG in accordance with the statutory provisions.

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