Annual Stockholders’ Meeting 2018

Item 1

Presentation of the adopted annual financial statements and the approved consolidated financial statements, the combined management report, the report of the Supervisory Board and the proposal by the Board of Management on the use of the distributable profit for the fiscal year 2017, and resolution on the use of the distributable profit

The Board of Management and the Supervisory Board propose that, of the distributable profit of EUR 2,900,000,000.00 reported in the financial statements for the fiscal year 2017, an amount of EUR 2,315,453,862.40 be used to pay a dividend of EUR 2.80 per share carrying dividend rights and the remaining amount of EUR 584,546,137.60 be carried forward. The stated amounts proposed for the dividend payment and for carrying forward are based on the number of shares carrying dividend rights on the date on which the financial statements were prepared by the Board of Management.

As already generally announced, the Company plans to carry out a capital increase with subscription rights. In the event that the Company has carried out the announced capital increase with subscription rights or other capital measures by the date of the Annual Stockholders’ Meeting through the issue of new shares carrying dividend rights for the fiscal year 2017, and that the number of shares carrying dividend rights on the date of the Annual Stockholders’ Meeting is therefore higher than the number on the date on which the financial statements were prepared, the Board of Management and the Supervisory Board will make an adjusted proposal to the Annual Stockholders’ Meeting for the distribution of the profit. In this case, the proposed dividend amount of EUR 2.80 per share will remain unchanged and the portion of the distributable profit proposed to be carried forward will be reduced by the amount of the dividend attributable to the newly issued shares.

In the event that the Company holds treasury shares on the date of the Annual Stockholders’ Meeting and that the number of shares carrying dividend rights on the date of the Annual Stockholders’ Meeting is therefore lower than the number on the date on which the financial statements were prepared, the Board of Management and the Supervisory Board will make an adjusted proposal to the Annual Stockholders’ Meeting for the distribution of the profit. In this case, the proposed payment of a dividend of EUR 2.80 per share will remain unchanged, and it will be proposed that the remaining portion of the distributable profit be carried forward.

In accordance with Section 58, Paragraph 4, Sentence 2 of the German Stock Corporation Act (AktG), the entitlement to the dividend is due on the third business day following the resolution of the Annual Stockholders’ Meeting, namely on May 30, 2018.

The annual financial statements prepared by the Board of Management on February 20, 2018, were approved by the Supervisory Board on February 27, 2018, in accordance with Section 172, Sentence 1 of the AktG; the annual financial statements are thus adopted. The Supervisory Board also approved the consolidated financial statements. No resolution on the adoption of the annual financial statements or on the approval of the consolidated financial statements in accordance with Section 173 of the AktG by the Annual Stockholders’ Meeting is therefore required. The other documents mentioned above shall be made available to the Annual Stockholders’ Meeting in accordance with Section 176, Paragraph 1, Sentence 1 of the AktG without the need for adoption of a resolution, with the exception of the resolution on the use of the distributable profit.

Documents relating to Item 1