Deutsche Boerse Group Annual Report 2014

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FY2014 Annual Report · Deutsche Boerse Group

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Corporate report
2014

About us, the year 2014,
and our prospects for the future

Deutsche Börse Group: key figures

Consolidated income statement

Net revenue (total revenue less volume-related costs)

Net interest income from banking business

Operating costs

Earnings before interest and tax (EBIT)

Net income

Earnings per share (basic)

Consolidated cash flow statement

Deutsche Börse Group at a glance

2014

2013

Change
in %

€m

€

2,043.0

1,912.3

32.8

35.9

–1,114.8

–1,182.8

1.006.5

788.5

4.00

738.8

495.2

3.00

– 9

– 6

Cash flows from operating activities excluding CCP positions

€m

685.0

797.0

– 14

Consolidated balance sheet

Non-current assets

Equity

Non-current interest-bearing liabilities

Performance indicators

Dividend per share

Dividend payout ratio

Employees (average annual FTEs)

Personnel expense ratio

EBIT margin, based on net revenue

Tax rate

Return on shareholders’ equity (annual average)

Gross debt / EBITDA

Interest coverage ratio

The shares

Opening price 6)

High 7)

Low 7)

Closing price

Market indicators

Eurex

Number of contracts

Xetra and Börse Frankfurt

Trading volume (single-counted)

Clearstream

Value of securities deposited (annual average)

Number of transactions

Global Securities Financing (average outstanding volume for the period)

Transparency and safety key figures

Proportion of companies reporting in accordance with maximum
transparency standards 8)

Number of calculated indices

Number of sustainable index concepts

System availability of cash market trading system (Xetra ®)

System availability of derivatives market trading system (T7)

Market risk cleared via Eurex Clearing (gross monthly average)

€m

11,267.2

8,796.9

3,752.1

3,268.0

1,428.5

1,521.9

€

2.10 1)

58 2) 3)

2.10

61 3) 4)

3,911

3,515

22 4)

26.0

26.0 4) 5)

1.5

26.0

60.20

63.29

49.90

59.22

1.5 4)

20.1 4)

46.21

60.48

44.51

60.20

2,097.9

2,191.2

€bn

1,231.8

1,104.2

€bn

12,215

11,626

121.0

576.5

113.9

570.3

82.4

10,825

10,513

99.981

99.986

16,343

99.999

99.969

15,861

€bn

– 6

– 5

– 2

– 4

1) Proposal to the 2015 Annual General Meeting 2) Figure based on the proposal to the 2015 Annual General Meeting 3) Adjusted for the costs of mergers and
acquisitions and of efficiency programmes 4) Adjusted for the costs of the settlement with the Office of Foreign Assets Control (OFAC) 5) Adjusted for the initial
recognition of deferred taxes on tax loss carry forwards of a Group company 6) Closing price on preceding trading day 7) Intraday price 8) Market capitalisation
of companies listed in the Prime Standard (shares) in relation to market capitalisation of all companies listed on the Frankfurt Stock Exchange

Due to rounding, numbers presented throughout this document may not add up precisely to the totals provided and percentages may not
precisely reflect the absolute figures.

Deutsche Börse Group at a glance

Our services

Listing p. 14

Trading p. 14

Clearing p. 16

Post-trade p. 16

Stock exchanges bring companies
from the real economy together
with investors in the capital
market. Large enterprises and
medium-sized companies, both
domestic and international, raise
equity or debt capital on the
Frankfurt Stock Exchange.

Benefits: Investors can share in the
growth of the real economy – and
promote it with their investments.

Exchange trading is as close as
you can get to a “perfect market”:
Deutsche Börse operates regulated
markets for equities, derivatives
and further products, based on its
Xetra® and T7 electronic trading
systems.

Benefits: Prices are determined on
exchanges on the basis of free buy
and sell decisions, which then
serve as guidelines for companies’
future prospects.

Our brands

■■ Deutsche Börse

■■ Börse Frankfurt

■■ Xetra ®

Our brands

■■ Xetra ®

■■ Tradegate

■■ T7

■■ Eurex Bonds ®

■■ Eurex Repo ®

■■ International Securities Exchange

■■ European Energy Exchange

Clearing is used to net claims and
liabilities relating to financial
instruments against each other.
Eurex Clearing AG, Deutsche Börse
Group’s clearing house, acts as
a buyer for every seller and a seller
for every buyer. Market participants
provide collateral to manage the
risk that arises in trading.

After trading and clearing,
Clearstream – Deutsche Börse
Group’s post-trade services
pro vider – supports market par-
ticipants in settling their delivery
obligations and in holding all
product types in safe keeping.
These products can then be used
as collateral.

Benefits: Clearing is comparable
to insurance against counterparty
default for market participants.

Our brands

■■ Eurex Clearing

■■ C7

Benefits: Post-trade services
enable market participants
to satisfy legislators’ regulatory
requirements reliably and
efficiently.

Our brands

■■ Clearstream

■■ LuxCSD

■■ REGIS-TR

Responsibilities of Executive Board members

CEO, CFO

Cash & Derivatives Markets

Clearstream

Our four financial reporting segments:
Breakdown of net revenue

Xetra

Eurex

Clearstream

39 %

34 %

Share of Deutsche Börse Group’s net revenue attributable to the segment concerned

CEO, CFO

Our three areas of activity for sustainability

Building trust

Leading by example

Deutsche Börse Group’s core
busi-ness includes efficiently organ-
ising capital markets and providing
stable systems for them. Standardi-
sation, maximum transparency and
a broad range of risk management
services are the tools that it uses
to reach these goals. The Group
also focuses on making high-quality
sustainability information available
to ensure that investors can make
rounded investment decisions.
At the same time, it is helping to
initiate and expand a constructive
dialogue on the future potential of
the international capital markets.

As a listed service provider,
Deutsche Börse Group treats
responsible and forward-looking
actions as a binding duty. For
example, it pursues a sustainable
human resources policy and is
committed to the environment,
and specifically resource efficiency.
Deutsche Börse Group is con-
tinuously extending its sus-
tain-ability activities and reporting
with the aim of establishing itself
as a role model in the market.
The Group’s core focus here is on
a lively dialogue with its stake-
holder groups.

Raising awareness in
the community

Deutsche Börse Group is a com-
mitted “good corporate citizen”.
It is active primarily at a regional
level and is guided by local needs
at its various corporate locations.
The Group-wide sponsorship
guidelines focus on innovative,
long-term projects which create
added value for society in the
areas of education and science,
culture and social involvement.

Market data and
services p. 17

Institutional and private investors
base their decisions on market
data – which in turn create new
information. Deutsche Börse
produces and distributes diverse
data, and supports its customers
at a technical and IT level.

Benefits: Thanks to their inde-
pendence, exchanges can deliver
objective measurements of market
trends.

Our brands

■■ Deutsche Börse

■■ DAX ®

■■ STOXX ®

■■ Market News International

IT & Market Data
+ Services

Market Data + Services

19%

Corporate report
2014

At the heart of the markets

The next few years will see profound changes in the financial
world. That is why we have already begun developing innovative
solutions at Deutsche Börse Group to improve our long-term
growth chances, and at the same time create benefits for our
customers and other market participants. Our long-standing
expertise is reflected in the range of forward-looking products
and services we offer. We set high standards for these and
for ourselves.

Deutsche Börse Group’s strategic focus is on achieving the
next evolutionary stage as a market infrastructure provider
today. We aim to become the leading global provider of inte-
grated risk, collateral and liquidity management and have
taken our first steps towards this.

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How to navigate around this corporate report

Corporate Responsibility topics

Reference to a location in the report

Reference to a location outside of the report

Contents

About this report

C2
C3 / 4

Deutsche Börse Group: key figures
Deutsche Börse Group at a glance

The 2014 corporate report marks the third year in
which Deutsche Börse Group has combined its annual
report with elements from its corporate responsibility
(CR) report. We have further expanded our dialogue with
internal and external stakeholders so as to be able to
take the next step towards fully integrating our sustain-
ability performance reporting with our capital market com-
munications. Building on this more intensive dialogue,
this report highlights once again how ecological, social
and corporate management issues are anchored across
all of Deutsche Börse Group’s business areas. The in-
sights gained are also helping to raise our sustainability
profile throughout the organisation and to prepare for the
new GRI G4.0 reporting standard issued by the Global
Reporting Initiative (GRI).

The corporate responsibility information and indicators
contained in this year’s report are still largely based
on the GRI’s G3.1 guidelines on sustainability reporting.
Since not all GRI indicators are applicable to the ser-
vices provided by an exchange organisation, they have
been supplemented by additional relevant performance
indicators and information. You can find a comprehen-
sive overview of all of the GRI indicators in the online
version of this report under:

www.deutsche-boerse.com / annual_report

Letter from the CEO

Our shares

Deutsche Börse AG shares

Our services

Services for financial products

Our 2014

Expansion of the product
and service offering
Expansion of leadership in data
and technology
Geographic expansion and
acquisition of new customer groups

Our responsibility

191

37
43

Stakeholder engagement
Group staff

Consolidated financial
statements / notes

Our governance

48
49
50
58

66
70

The Executive Board
The Supervisory Board
Report of the Supervisory Board
Corporate governance declaration
(Component of the combined management report)

Corporate governance report
Remuneration report
(Component of the combined management report)

Combined
management report

86
99
135
135
144
172
178
185

Fundamental information about the Group
Report on economic position
Report on post-balance sheet date events
Non-financial key performance indicators
Risk report
Report on opportunities
Report on expected developments
Deutsche Börse AG
(Disclosures based on the HGB)

192
193

194
196
198

Consolidated income statement
Consolidated statement of comprehensive
income
Consolidated balance sheet
Consolidated cash flow statement
Consolidated statement of changes in equity

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200
230
240
288
319

320

321
322
326
326

Basis of preparation
Consolidated income statement disclosures
Consolidated balance sheet disclosures
Other disclosures
Responsibility statement by the
Executive Board
Auditor’s report

Deutsche Börse Group – international presence
Glossary
Registered trademarks
Contact / imprint

C5
C6
C7
C8

List of charts and tables
Index
GRI index
Financial calendar

Letter from the CEO

Reto Francioni
Chief Executive Officer

Deutsche Börse Group corporate report 2014Reto Francioni
Chief Executive Offi cer

Dear shareholders and readers,

The end of 2014 marked not only the conclusion of another challenging and at the same
time successful fi nancial year. It was also the last fi nancial year of my term of offi ce, which
will end on 31 May 2015. I would therefore like to use this letter to also express my per-
sonal thanks for your trust in our company.

We, the members of the Executive Board, have systematically expanded Deutsche Börse’s
business model. Our efforts have been successful – as was also seen in the past fi nancial year:
both our net revenue and our earnings increased substantially compared with 2013. Given
these positive developments, we propose to keep our dividend stable at €2.10 per share. This
corresponds to a distribution ratio of 58 per cent, which is again near the upper end of the
target range of 40 to 60 per cent for our capital management with which you are acquainted.
This adequately ensures our ability to invest in important projects for the future, which has
been one of my key priorities during my entire period in offi ce.

Innovative products as growth drivers

Innovative products and services continued to be particularly powerful growth drivers in 2014:
innovation is our real core business. For example, we increased the number of derivatives
contracts from 58 to 81 million (+ 39 per cent) in the past year with new derivative products.
These include our derivatives on Italian and French government bonds (Buoni del Tesoro
Poliennali (BTPs) and Obligations assimilables du Trésor (OATs)), dividend and volatility deriva-
tives as well as derivatives on the Korea Composite Stock Price Index (KOSPI), the Korean
benchmark index. The performance of our commodities business was also excellent: trading
in power and gas products climbed 44 per cent in the past year, from 1,487 to 2,138 TWh.
Deutsche Börse AG is therefore well positioned to face its international competition.

Strategic growth projects crowned with success in 2014

We aim to decouple our business performance as far as possible from economic fl uctuations
in our market environment. To achieve this, we increased our growth investments in 2014.
For the current year, we are planning another slight increase of approximately €20 million.

Our strategic activities focus on three areas: fi rstly, the expansion of our product and service
offering; secondly, the extension of our data and technology leadership; thirdly, the geographic
expansion and the acquisition of new customer groups, especially in Asia.

We made further progress in all of these focus areas in 2014. For example, we developed
a clearing offering for over-the-counter derivatives – EurexOTC Clear – in preparation for the
implementation of the European Market Infrastructure Regulation, EMIR. In the past year,
this offering received the European licence needed to operate from the competent supervisory
authorities.

Moreover, stricter capitalisation rules are being phased in for banks as a result of the Basel III
requirements. To ensure that the cost of meeting these requirements remains affordable without
compromising on security, Clearstream has developed the Global Liquidity Hub, an offering that
allows cost-effective global securities management.

In addition, we are making progress with our second strategic focus. Following the successful
roll-out of the new T7 trading technology on our derivatives markets, we have now completely
and fundamentally modernised our clearing technology by launching C7.

Our third growth focus, our Asia initiative, received a boost in 2014 from a strategic partner-
ship with Bank of China and the establishment of a clearing house in Singapore. In January
2015, the clearing house we plan to establish there specifically to serve the East and South-
East Asian market received basic regulatory approval in principle from the Monetary Authority
of Singapore.

Commitment to sustainability

We remain committed to a sustainability-based strategy throughout the Group. Underlining this
commitment, we are a member of the United Nations Global Compact and support the imple-
mentation of its principles in the areas of human rights, labour standards, the environment and
anti-corruption. Our integrated reporting shows how we put this future-oriented approach into
practice.

As you are aware, I will hand over to my successor Carsten Kengeter towards the middle of
this year, after roughly a decade at the helm of Deutsche Börse: I would like to wish him all
the best and the continued success this company deserves!

Finally, all that remains for me to do is to thank you: first of all, my co-workers whose skill,
dedication and unwavering customer service have helped day after day to make Deutsche Börse
the successful company it is today. But most particularly I want to thank you, our shareholders,
for staying with the company all these years. I am certain that it will be worth your while in
future, too!

Reto Francioni
Chief Executive Offi cer

Our shares

The European and US equity markets experienced diverging
trends in the course of the year. While the US markets con-
tinued their upward trend from the previous year, the markets
in Europe saw significant stagnation due to persistent funda-
mental problems. Deutsche Börse AG shares also felt the
effects of this development in the course of the year, closing
at €59.22. Around 95 per cent of our shareholders are in-
stitutional investors and around 85 per cent are domiciled
outside Germany.

Reasons for investing in Deutsche Börse shares

Ambitious growth targets

■■ 20 to 40 per cent more net revenue 2013 to 2017

■■ Primarily organic growth, complemented by partnerships

and mergers & acquisitions

Effective cost management

■■ Cost discipline remains key priority

■■ Further efficiency gains

Attractive capital management

■■ Maintain strong credit rating profile

■■ Continue solid capital management

Deutsche Börse AG shares

The average annual return since the company’s initial public
offering in 2001 has been 11.6 per cent. The transparent infor-
mation policy and close contact with investors are an added
bonus: In 2014, Deutsche Börse AG was again ranked number
one for its investor relations activities in a survey conducted
by a specialist magazine.

Global equity markets record uneven development in 2014

During 2014, the equity markets in Europe and the US experienced diverging
trends. Whereas the European markets fluctuated within a relatively narrow range
over the year and ended the year largely unchanged, the US markets continued
their upward trend and reached new highs in some cases. Germany’s blue-chip
DAX ® index ended the year at 9,806 points, a slight year-on-year increase of
3 per cent. Declining economic growth was one of the key factors behind the trend
on the European markets. Combined with the ongoing expansive monetary policy
pursued by the central banks, this resulted in continued market fluctuations. The
ensuing rise in equity market volatility over the year ultimately had a positive
impact on Deutsche Börse Group’s business activities. Deutsche Börse AG’s
share price performed accordingly: it fluctuated in the course of the year around
the €55 mark and stabilised towards the end of the year, closing at €59.22 on
31 December (31 December 2013: €60.20). This 2 per cent decline is slightly
below the share price performance of other exchange organisations as measured
by the Dow Jones Global Exchanges Index, which rose by 4 per cent in 2014.
The STOXX ® Europe 600 Financials Index, which serves as the benchmark index
for the Executive Board’s share-based remuneration and which reflects the per-
formance of European financial stocks, rose by 3 per cent in 2014.

Deutsche Börse Group corporate report 2014Shares

Services

2014

Responsibility

Governance Management report

Financial statements Notes

Deutsche Börse AG share: key figures

Earnings per share (basic) 1)

Dividend per share

Dividend distribution ratio 1)

Dividend yield 3)

Opening price (as at 1 Jan) 4)

High 5)

Low 5)

Closing price (as at 31 Dec)

€

Average daily trading volume on Xetra ®

m shares

Number of shares (as at 31 Dec)

thereof outstanding (as at 31 Dec)

Free float (as at 31 Dec)

Price-earnings ratio 3)

Market capitalisation (as at 31 Dec)

€bn

2014

3.63

2.102)

3.8

60.20

63.29

49.90

59.22

0.7

193.0

184.2

100

15.3

11.4

2013

3.46

2.10

4.1

46.21

60.48

44.51

60.20

0.7

193.0

184.1

100

14.7

11.7

1) Adjusted for efficiency programme costs, merger and acquisition costs, and costs relating to the OFAC investigation

(the latter only in 2013)

2) For financial year 2014, proposal to the Annual General Meeting 2015
3) Based on the volume-weighted average of the daily closing prices
4) Closing price on preceding trading day
5) Intraday price

Deutsche Börse shares are an attractive long-term investment

Report on opportunities on pages 171 to 177). What is more,

Deutsche Börse AG shares offer investors a good opportunity to participate in the
medium- to long-term structural and cyclical growth expected for Deutsche Börse
Group (see
since the company focuses continuously on operational efficiency and business
has high economies of scale, it expects consolidated net income to increase
significantly in the long term. Distributions ensure that Deutsche Börse’s share-
holders directly participate in the company’s success.

Since Deutsche Börse AG went public in 2001, shareholders benefited from an
average annual return of around 11.6 per cent by the end of 2014. This is signifi-
cantly better than DAX: in the same period, a direct investment in the German
benchmark index would have yielded an annual return of around 2.8 per cent.

Share price development of Deutsche Börse AG and benchmark indices in 2014

Indexed to 30 December 2013

120

110

100

Jan

Feb

Mar

Apr

May

June

July

Aug

Sep

Oct

Nov

Dec

Daily closing price of Deutsche Börse AG shares
DAX ®
STOXX ® Europe 600 Financials
Dow Jones Global Exchanges

An investment of €10,000 in Deutsche Börse AG shares at the time of our IPO
was worth €46,727 as at the end of 2014 if the dividends had been reinvested.

Deutsche Börse AG shares are represented in a series of European and global
equity indices, including DAX, the Dow Jones Global Exchanges Index, STOXX
Europe 600 Financials and the German dividend index DivDAX ®. Thanks to
Deutsche Börse Group’s transparent reporting on its corporate responsibility
activities, the company was also represented in key sustainability indices in 2014,
such as the FTSE4Good Index Series and the Dow Jones Sustainability Index
Europe. The company has also been represented in the Advanced Sustainability
Performance Index (ASPI) since 2003, in the ECPI Ethical Index Euro since 2008,
and in the MSCI World ESG Index and the STOXX ® Global ESG Leaders Index
since these two indices were launched in 2010 and 2011, respectively. In addi-
tion, Deutsche Börse AG was admitted in 2014 to the MSCI ACWI ESG Index
Global / Emerging Markets (EM) and the PAX Ellevate Global Women’s Index (PXWEX),
among others.

Deutsche Börse Group corporate report 2014Shares

Services

2014

Responsibility

Governance Management report

Financial statements Notes

Investor relations activities win another award

The company informed existing and potential investors and other capital market
participants about its long-term strategy, cyclical factors and the structural growth
drivers for its business on numerous occasions during the reporting period. Com-
munication focused on the structural growth opportunities arising from regulatory
changes, such as OTC derivatives clearing in the Eurex segment, collateral man-
agement at Clearstream and the benefits of the central European settlement
platform TARGET2-Securities. However, the company also addressed risks arising
from changes in the regulatory framework, such as the potential introduction of
a financial transaction tax in some EU member states.

Deutsche Börse AG held its Annual General Meeting in Frankfurt / Main on
15 May 2014. Around 43.4 per cent of the share capital was represented (2013:
29.5 per cent). The prior year’s low attendance was largely due to the uncer-
tainty among shareholders created by a judgement of the Higher Regional Court
in Cologne, according to which nominees entered as proxies in the share register
have to issue voting rights notifications in accordance with the Wertpapierhandels-
gesetz (WpHG, German Securities Trading Act). This resulted in a significant
decline in attendance in 2013 for virtually all companies in Germany that have
issued registered shares. The situation improved in 2014 thanks to better com-
munication with shareholders and service providers.

In 2014, the company held its eighth Investor Day, which took place in London
for the first time. At the Investor Day, Deutsche Börse informed domestic and
international analysts and institutional investors about the Group’s strategic prior-
ities and current developments in the individual business areas. At roadshows
and conferences, the company held well over 500 one-on-one discussions with
investors. In addition, the quality of the Group’s investor relations activities was
confirmed in a survey of institutional investors and financial analysts conducted
by “Institutional Invest or” magazine in 2014: Deutsche Börse AG successfully
defended its number one ranking in the “Best Investor Relations” category in the
“Specialty & Other Finance” sector.

Attractive dividend for an international investor base

The proportion of non-German shareholders rose slightly year-on-year to around
85 per cent (2013: 84 per cent), and there was a further clear shift from Germany
and other countries to the US. This is largely associated with the return of

US investors, who had reduced their positions in European shares due to the
uncertain economic situation in the euro zone. The number of shareholders
of Deutsche Börse AG, determined on the basis of the share register and analy-
ses of shareholdings, remained unchanged at around 60,000 in the year under
review. The proportion of institutional investors, measured in terms of the num-
ber of shares, declined slightly to around 94 per cent in 2014, compared with
around 95 per cent in the previous year.

Share of international investors

15 % Germany

20 % UK

USA 37 %

Other countries 28 %

Deutsche Börse AG’s Executive Board and Supervisory Board will propose a
dividend of €2.10 per share for financial year 2014 to the Annual General Meeting
on 13 May 2015 (2013: €2.10). This means that, adjusted for non-recurring
effects, the distribution ratio amounts to 58 per cent of consolidated net income
for the year.

Majority of buy or hold recommendations

Around 30 analysts from banks and securities trading firms published regular
earnings forecasts for and research on Deutsche Börse AG in the reporting period.
As at 31 December 2014, 46 per cent of analysts recommended buying Deutsche
Börse AG shares (2013: 28 per cent). This compares with 38 per cent (2013:
48 per cent) who issued hold recommendations and 16 per cent (2013: 24 per cent)
with sell recommendations. The year-on-year increase in the proportion of buy
recommendations is primarily due to the more attractive share price and higher
growth expectations. The average target price set by analysts was €59 at the end
of 2014 (2013: €55). You can find the most recent analyst recommendations at

www.deutsche-boerse.com / ir_e > Analysts.

Deutsche Börse Group corporate report 2014Our services

As a diversified exchange organisation, Deutsche Börse Group’s
products and services cover the entire value chain in the
financial sector – its business areas range from the admission
of securities to listing, through trading, clearing and settlement,
down to custody of securities and other financial instruments
as well as collateral management. Additionally, Deutsche Börse
provides IT services, indices and market data for its trading
platforms worldwide.

Deutsche Börse Group

Technology

Indices

Market data

Collateral management

Derivatives market

Cash market

Clearing

Settlement

Custody

CME Group

Intercontinental
Exchange

London Stock
Exchange

Nasdaq OMX

For a detailed presentation please see

page 90 of the combined management report.

Services for financial products

Securities, derivatives and other financial instruments are traded
on exchanges. But the services provided by exchange organi-
sations go far beyond the business of trading. Deutsche Börse
Group’s offering extends to practically all financial products – as
a one-stop shop, it offers its customers a rule-based, secure,
efficient management system for their business processes.

Listing: access to the capital markets

The exchange brings together companies seeking capital with investors providing
it. Large, medium-sized and young companies can raise equity or debt capital
there. Companies can increase their equity by issuing shares, and investors are
normally granted a say in the company in return. Companies, institutions, or
federal states issue bonds in order to raise long-term finance (debt capital). Invest-
ors who buy bonds do not buy an interest in a company; instead, they acquire
the right to redeem the amount they have lent to the company, plus interest, when
the bond matures.

Deutsche Börse operates the Frankfurter Wertpapierbörse (FWB ®, the Frankfurt
Stock Exchange), an institution governed by public law, where corporate securities
are listed in accordance with strict legal requirements and stock exchange rules.
Deutsche Börse offers companies three transparency standards. Companies wish-
ing to raise equity can opt for the Prime Standard, General Standard, or Entry
Standard. Prime Standard and General Standard issuers meet the highest Euro-
pean transparency requirements and obtain all the advantages of a full listing on
the EU-regulated market. The Entry Standard is regulated by the stock exchange
and offers small and medium-sized businesses in particular simple, fast, cost-
effective access to exchange trading. Companies can choose between the Prime
Standard and Entry Standard when raising debt capital via Deutsche Börse.

Trading: liquidity and stable rules

Exchanges are marketplaces where standardised products such as equities or
derivatives are each traded under the same conditions. The availability of sufficient
liquidity plays a crucial role in ensuring efficient execution of securities orders.

Deutsche Börse Group corporate report 2014Shares

Services 2014

Responsibility

Governance Management report

Financial statements Notes

Exchange trading is transparent, supervised and primarily carried out electronically.
This ensures fair, transparent prices, which also form the basis of the market data
and derivatives traded by or at, respectively, Deutsche Börse. The core function of
exchange trading is price discovery, which for liquid German shares takes place
primarily on Xetra ®.

Deutsche Börse’s cash market – the very core of the company as well as its original
business – provides efficient access to the capital markets, supports state-of-the-art
trading techniques and offers a continually expanding range of tradeable securities.
The fully electronic Xetra trading system sets the highest standards in reliability,
security, speed and innovation. Institutional and private investors value the trans-
parency and speed of trading at the low costs that Xetra enables. The Frankfurt
Stock Exchange worked with specialists to introduce a quality guarantee effective
at the end of 2013. This guarantee allows private investors to trade the most
important German and international shares and exchange-traded funds at a price
that always matches or beats the price offered on their reference market.

Deutsche Börse’s Eurex derivatives exchange is one of the world’s largest regu-
lated markets for derivatives trading. Derivatives are financial instruments based
on other instruments (e.g. equities, indices, bonds, currencies, or commodities).
Via the different trading platforms of Deutsche Börse Group, investors get access
to a broad range of futures and options contracts on interest rate, equity index
and equity products, as well as on gas, electricity and emission rights. By trading
in derivatives, investors are able to hedge against market and price risks arising
from equities and bonds, for instance.

A flywheel for liquidity and growth

More liquidity throughout
the trading process

More frequent and
intensive use of services

New products
and services

Attractive trading platforms
Better quality of post-trading activities
Improved basis for market data

Better quality of prices and data
Efficient clearing
Greater efficiency in capital management
Comprehensive risk management

1.6 billion

transactions processed via Eurex Clearing –
€196,111 billion market risk netted

Clearing: protection against counterparty default

Clearing means that traded financial instruments are netted and collateralised at
the same time. Upon conclusion of a transaction, the clearing house automatically
steps in as a buyer for each seller and a seller for each buyer – becoming the
“central counterparty”. Central clearing thus covers market participants against
the risk of default by their trading partners.

The clearing house initially nets offsetting buy and sell positions, reducing the
number of transactions to be settled, and thus also the exposure risk associated
with the open positions. Eurex Clearing calculates the total exposure risk associ-
ated with the clearing participant’s open positions and requests the deposit of a
margin in the form of cash or securities (collateral). These margins are adjusted
continuously so that the deposited collateral accurately matches the current expo-
sure risk of the clearing participant from its open positions. This risk manage-
ment is Eurex Clearing’s contribution to the stability and integrity of the markets.

Within Deutsche Börse Group, Eurex Clearing AG carries out this task as Europe’s
leading central counterparty for products that are traded on Eurex Zürich and Eurex
Deutschland, as well as on Xetra, the Frankfurt Stock Exchange and the Irish
Stock Exchange. Eurex Clearing provides effective risk management for all partici-
pants trading equities, derivatives, fixed-income securities and repos for both
exchange-traded and over-the-counter (OTC) transactions. In addition, European
Commodity Clearing (ECC), the clearing house for European Energy Exchange AG
(EEX), covers risk management for commodity markets.

Structured post-trading: efficient settlement and safe custody worldwide

Post-trade services make capital markets safer. They guarantee the smooth settle-
ment of a transaction, i.e. they ensure that the individual positions are processed
correctly after a transaction is completed and cash is exchanged for securities.
Another function of post-trading is to credit the customer’s custody account and
ensure the custody of securities at a central location.

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€12.5 trillion

Value of shares, bonds and investment funds held under
custody at Clearstream – this is approx. four times larger
than the German 2014 GDP

Clearstream, Deutsche Börse Group’s post-trade securities services provider, is
responsible for settling securities transactions worldwide and for the custody of
securities. Clearstream manages the assets while they are in custody and offers
services such as performing corporate actions, dividend payments or tax services
(asset servicing). Customers are also able to use certain securities as collateral
for further transactions.

Clearstream thus provides the post-trade infrastructure for bonds, equities, invest-
ment funds and other asset classes traded in Germany and internationally.

Market data and IT services: efficient use of data and technology

Deutsche Börse Group’s Market Data + Services segment was formed in 2013
when the market data and technology businesses were merged. The segment
aims to take advantage of the many different opportunities arising from the
increasing digitisation of value chains in the financial sector – in particular, the
interaction of data and technology. The business areas were therefore adapted
and reorganised in response to changing market conditions and products were
reassigned to the appropriate business areas.

The Information business area comprises the development and distribution of
real-time and historic market data, together with analytical indicators for the Xetra
and Eurex marketplaces and cooperation partners’ markets. The product range
also includes the marketing of data not originating from Deutsche Börse markets,
such as AlphaFlash ®, the algorithmic newsfeed, as well as financial news, analyses
and business sentiment indicators from the Market News International (MNI)
subsidiary. As an independent information provider, Deutsche Börse serves a range
of target groups directly and indirectly via data vendors. Private and institutional
investors, asset managers, securities trading houses, and hedge funds use the
differentiated information provided to analyse the current market situation and then
to decide on their future investment strategies, risk positions, or securities issues.

MD+S

Valuable data: more business potential thanks to the com-
bined know-how provided by market data and technology

The Index business area markets indices and benchmarks via its STOXX Ltd. sub-
sidiary, particularly to issuers of financial products. The DAX ® index is one of the
most important products: this economic indicator measures changes in the
quoted market value of the 30 largest German companies listed on the Frankfurt
Stock Exchange. It is complemented by the STOXX ® index families – numerous
innovative indices for a large amount of asset classes all over the world. One of
the best-known indices is EURO STOXX 50 ®, an index of European blue-chip
equities. It comprises the 50 most important and actively traded shares from
twelve countries of the European monetary union.

The Tools business area covers the entire process of connectivity, trading and
settlement in the exchange environment through its software applications and
services. Connectivity solutions, specialised trading software, solutions for com-
pliance with legal and regulatory transparency requirements, as well as solutions
for SWIFT network connectivity, reconciliation of accounts and SEPA payments,
complete the product portfolio.

The Market Solutions business area offers high quality operator services for inter-
national cash, energy and commodity marketplaces. Services include operating
both complex business processes and infrastructure based on systems that we
developed and use ourselves. In addition, premium hosting services are offered
to banks and asset managers in cooperation with software partners.

Deutsche Börse Group corporate report 2014Our 2014

In pursuing a clear growth strategy, Deutsche Börse will take
advantage of the opportunities arising in the fast-changing
environment. As a financial market infrastructure provider and
market organiser, it combines large liquidity pools for its trad-
ing platforms, clearing houses and post-trade activities. A large
data pool is also important for the market data business. This
ensures a high quality of data and advantageous pricing for its
customers as well as high capital efficiency. On the capital
markets, liquidity attracts further liquidity – which is why growth
is more than just an end in itself for Deutsche Börse.

Three key elements of our strategy for expanding
and internationalising our service portfolio

1. Expansion of the product

and service offering
2. Extension of leadership
in data and technology

Integrated provider of
risk, collateral and
liquidity management

Derivatives
trading & clearing

Traditional
stock
exchange

3. Geographic expansion
and acquisition of new
customer groups

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Expansion of the product and service offering

Expansion of the product and
service offering

Deutsche Börse Group has evolved from a traditional, nation-
ally based, regulated equity marketplace into an international
exchange organisation. It integrates derivatives trading, clearing
and associated securities custody services, its own IT infrastruc-
ture as well as market data collection and distribution under one
umbrella. The next step in its evolution is to become the lead-
ing global provider of integrated risk management, collateral and
liquidity services. Deutsche Börse is expanding its product and
service offering in pursuit of this goal.

The effects of the financial crisis that began in the US housing market in 2007
continue to be felt. In response, structural reforms aimed at increasing the systemic
stability of the financial markets are gradually being introduced. The resulting
increase in security and trust benefits all capital market participants and society as
a whole. Market participants use Deutsche Börse’s cash market, where they find
the trading security and transparency they want. At the same time, however, they
must invest more time and money to meet the new demands, particularly in the
form of increased capital adequacy requirements and enhanced collateral for riskier
transactions.

Deutsche Börse Group has used the past few years to develop new solutions that
on the one hand implement the goal of increased security sought by regulators,
while on the other keeping the associated impact on its customers to a minimum.
In this respect, Deutsche Börse acts as a link between market participants and
regulators.

New solutions

The new products and services resulting from this dual task have been and are
being developed in close cooperation with both customers and with the regulators
and central banks. They build on the traditional strengths of the exchange model,
migrating these into new markets that had not previously been either collateral-
ised or standardised and whose operation had needed a high degree of manual
effort. Thus, system performance and reliability are of key importance in addition
to transparency, fairness and liquidity.

2013

2014

+ €90 billion

The volume of the OTC market being cleared is growing
rap idly: from €10 billion in 2013 to €100 billion in 2014

EurexOTC Clear: clearing services for OTC derivatives trading in order to help
implement EMIR
Through EurexOTC Clear, Eurex Clearing has developed new, secure and at the
same time efficient solutions for the collateralised clearing of transactions in
selected derivatives that were previously traded off-exchange. This anticipates the
introduction of the European Market Infrastructure Regulation (EMIR). To date, it
has acquired 39 clearing participants.

Deutsche Börse continually develops solutions to make fulfilling new regulatory
requirements as efficient and easy to manage as possible. The Eurex Clearing
Prisma ® real-time risk management system enables its customers to net exchange-
traded and OTC derivatives transactions. This makes it easier to identify multiple
risk factors. The system takes various risks into account and simultaneously
applies cross-product scenarios. The core focus is on portfolio correlations and
diversification effects.

The Global Liquidity Hub: integrated service offering covering collateral
management, securities lending and the efficient use of own capital
Via Clearstream, its post-trade services provider, Deutsche Börse enables finan-
cial institutions connected to the Global Liquidity Hub to maximise the benefit
of those assets that they use as collateral worldwide. In this way, Clearstream
enables customers to meet new regulatory requirements for collateralising capital
market transactions more efficiently. Corporate treasurers also increasingly need
liquidity management to conserve their own capital and mitigate financial risk.
This is why Clearstream has developed new solutions to optimise money market
transactions between banks and the corporate customers thus creating addi-
tional, collateralised alternatives to unsecured money market transactions.

In an environment where banks operate globally, Clearstream’s advantage is that
the customers’ collateral is immediately available anywhere. A unique selling point
is that customers’ assets used as collateral remain in their home markets as part
of Clearstream’s international partnerships. The model poses no systemic risk
and is thus preferred by regulators. A further benefit of this innovative system is
that Clearstream always adjusts the type, quality and valuation of collateral to
the actual requirements to precisely cover exposures. Collateralisation is therefore
as efficient as possible without creating an unnecessary strain on liquidity.

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TARGET2-Securities: expanding the business at pan-European level
TARGET2-Securities (T2S) is a major European Central Bank project that will har-
monise cross-border securities settlement throughout the EU. The system will be
rolled out step by step in four waves; Clearstream, which represents 40 per cent of
T2S’s future settlement volumes as the post-trade infrastructure provider for the
German market, will join in the third wave. A
shows that savings of between €30 and €70 million per year can be generated
by improvements in the organisation of collateral management and other benefits
of using T2S systems, depending on the type and size of the financial institution.
Deutsche Börse holds a leading position here via its Clearstream post-trade spe-
cialists. Clearstream is the first European service provider to combine global
liquidity management and the benefits of the single market via T2S.

study by Oliver Wyman in 2014

On an international level, Clearstream is very well positioned in all of its business
areas, investments made in previous years are being continued and the develop-
ment of new products and services is ongoing. T2S will markedly intensify com-
petition in the European post-trade area and will lead to market consolidation or
the aggregation of volumes at large providers such as Clearstream. Increased
cooperation with smaller national settlement service providers and the extension
of hedge fund processing services is enabling Clearstream – based on Deutsche
Börse’s IT – to expand its distribution channels and offer customers new solutions
for the custody of securities and liquidity management.

Efficiency gains through T2S: only one central security depository account
is necessary

until 2014

from 2015 to 2017 with
T2S (waves 1 to 4)

Expansion of Clearstream’s investment fund services
The acquisition of Citco Global Securities Services’ (CGSS) hedge fund custody
infrastructure in the second quarter of 2014 enabled Clearstream to expand its
investment fund services for financial institutions in regard to hedge fund process-
ing. As a result, Clearstream provides the leading international infrastructure
for the full range of fund types: exchange-traded funds (ETFs), mutual funds and
alternative funds, such as hedge funds. This means that Clearstream will be able
to drive forward the standardisation and automation of the alternative fund
types, making hedge fund processing more efficient.

Responsible conduct

The need to develop new solutions for the capital market also extends to sustain-
ability. As the central point of contact between capital market participants,
Deutsche Börse Group sees its responsibility as promoting market transparency,
in particular expanding the availability and quality of environmental, social and
governance (ESG) information and increasing understanding of their relevance.
In doing so, Deutsche Börse enables its market participants and the public to
obtain an overview of the various transparency initiatives and to exchange infor-
mation and views with others.

Against this backdrop, Deutsche Börse joined the United Nations’ Sustainable
Stock Exchanges initiative (SSE) in early October of 2014. The aim of the initia-
tive, founded by the UN Secretary-General in 2009, is to promote international
dialogue on the sustainability of financial markets among exchange organisations.
Deutsche Börse Group is committed to its professed goals of defining the role of
capital market infrastructure providers within the sustainability movement and of
dovetailing the SSE with parallel initiatives.

In anticipation of the upcoming EU Directive on sustainability reporting, Deutsche
Börse Group has assessed the current state of reporting as well as any planned
adjustments as part of a market consultation with listed companies and investment
professionals.

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Expansion of the product and service offering

The challenge
OTC products make the financial markets vulnerable to crisis situations and
knock-on effects. New regulatory requirements impose new costs on exchange
customers and banks, e.g. through tying up ever more equity as collateral.

The solution
Clearing houses reduce market participants’ risks, and increasingly in OTC
trading as well. The Global Liquidity Hub enables banks to mobilise and optimally
combine cross-border collateral, resulting in cost savings.

Opportunities
This increases the opportunities for greater systemic stability in the financial
markets, with simultaneous room for further growth. In the new market order,
exchange organisations have the chance to leverage new business opportunities
through an expanded product portfolio and as intermediaries between regulators
and market participants.

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Extension of leadership in data and technology

Extension of leadership in data
and technology

Demand for transparency on the financial markets – and hence
for sound information and analyses – is growing constantly.
Deutsche Börse Group supplies information, e.g. in the form
of indices or market data, as well as technology that facilitates
the use of this information within our customers’ business
processes.

Deutsche Börse’s strategic decision to combine the data and technology busi nesses
in a single market segment has created the conditions to support our customers
more effectively through an innovative offering aimed at digitising their business
processes. This is achieved in particular through combining data with the tools
and technologies used to process them.

New regulatory initiatives at EU level are increasing the requirements for reporting
obligations. The global trend towards passive investments is driving the develop-
ment of innovative index concepts. The ongoing digitisation of trading demands
new information and data. Our customers depend more and more on real-time
analytics, providing all relevant trading parameters, for example in terms of im-
proved risk transparency. Impendium, the London-based provider of cloud soft-
ware solutions acquired by Deutsche Börse at the beginning of 2014, supports
customers in complying with regulatory requirements. It incorporates the latest
developments in international regulatory requirements and facilitates their appli-
cation. Reliable, powerful information technology that is also in line with market
requirements is a condition for such customer-driven offerings. This is where
Deutsche Börse is particularly strong: in addition to index families such as DAX ®
and STOXX ®, IT for trading, clearing and collateral management is where Deut-
sche Börse outpaces the competition to develop the best solutions for customers’
new needs in a regulated environment.

Diversification and new products for the financial markets

Deutsche Börse Group is continuously expanding its products and services as it
develops into a leading global provider of market infrastructure.

MD + S: business process digitisation services
Deutsche Börse’s market data and services support financial market participants
in fully benefitting from business process digitisation and automation. Deutsche

7 Market Technology family

The C7 clearing system was integrated within the 7 Market
Technology family. It provides greater flexibility, shorter lead
times for new services, and new functions.

Börse offers scalable customised solutions based on a modular portfolio of avail-
able data, technologies and infrastructure components.

REGIS-TR, the European trade repository that was launched in 2014, enables
Deutsche Börse to help its customers meet new information obligations arising
from European regulations. More than a billion transactions had been cleared
eight months after the reporting requirement for exchange-traded derivatives was
introduced. New products and services are constantly being developed in line
with the regulatory changes – from the preparation of trading data, through the
trade repository down to post-trade services.

C7: a milestone in efficient clearing infrastructure
A new clearing system with cutting-edge hardware and software provides our
customers with increased flexibility to bring innovations to the market even quicker.
In addition, the system enables cross-margining between exchange- and OTC-
traded derivatives. Rolled out in April 2014, C7 is a key milestone in efficient risk
and collateral management. C7 will be expanded step by step, with full function-
ality available by the end of 2015.

Eurex Clearing Prisma: collateral clearing across products and markets
Eurex Clearing Prisma ®, Deutsche Börse’s efficient and individual portfolio-based
risk management methodology, enables deposited collateral to be combined and
netted.

T7: uniform, scalable trading infrastructure that forms the basis for outsourc-
ing to other markets
The global T7 trading infrastructure was first rolled out at Deutsche Börse’s Inter-
national Securities Exchange subsidiary. T7 is part of Deutsche Börse Group’s
7 Market Technology family. It comprises, among others, the T7 trading architec-
ture, the C7 clearing infrastructure and the N7 global network. 7 Market Technol-
ogy was developed in direct collaboration with customers. All Eurex ® participants
have been benefitting from this trading system since 2013.

Not only is T7 powerful and fast, it offers customers new and improved function-
ality, as well as user-defined strategies. With T7, new product launches have
become simpler for Deutsche Börse Group and for its customers. This reliable
trading system safeguards the future of a stable and efficient marketplace, not
just for individual participants but for the financial system as a whole.

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Responsible conduct

Equity indices are key indicators that aggregate changes in individual stocks
to create an overall picture of the market. They reflect changes in selected share
prices, documenting trends in markets and sectors. Investors use indices as
sentiment indicators and as a basis for investment decisions. For this reason,
they must be compiled and calculated in line with objective, rule-based and
transparent criteria. Deutsche Börse has offered a wide range of sustainability
indices for many years, which investors can use to select securities for a sus-
tainable investment. Deutsche Börse’s STOXX ® Global ESG Leaders indices
facilitate investment decisions that are also guided by non-economic, ecological
and social criteria

www.boerse-frankfurt.de / en / sustainable+securities

Extension of leadership in data and technology

The challenge
Market digitisation and the digitisation of our customers’ operations go hand in
hand. Ever more decisions and activities are being automated. The necessary soft-
ware applications, the data they process and the necessary operating infrastruc-
ture are the three key elements needed to take advantage of the opportunity to
ensure digitisation and automation in line with market requirements.

The solution
Deutsche Börse Group has combined its market data and IT business areas
and has stepped up cooperation between the specialist departments. As a
result, new, workable solutions are being developed that respond to technical,
adminis trative and also regulatory challenges. These include rapidly available
and precise analytical key performance indicators, a global index strategy,
the required and efficiently managed regulatory reporting, as well as suitable
software tools, e.g. software-as-a-service solutions. The customer obtains
everything from a single source.

Opportunities
The potential synergies for us and for our customers from combining market data
and IT have not yet been exhausted. In the future, the data packages we offer
and our software and IT solutions will immediately reflect the regulatory environ-
ment and the transition to a globally interconnected financial market architecture.

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Geographic expansion and acquisition of new customer groups

Geographic expansion and
acquisition of new customer groups

Deutsche Börse Group will continue to reinforce its efforts
to strengthen its market share in Europe – its home continent –
and will expand its position in other parts of the world.
Deutsche Börse Group’s presence in Asia is equalled by
very few exchange organisations worldwide. This presence
provides momentum for Frankfurt as a financial centre,
Germany as a financial hub and Europe as an economic
region to improve their competitiveness.

Asia is home to the strong, new competitors in the global financial sector. This is
also where the emerging growth markets are creating wealth for their nations. A
look back at 2014 shows that Deutsche Börse Group can further expand its lead,
not least due to the strength of its business model. The Singapore location is
of key importance, as are strategic partnerships as well as the management and
fostering of relationships with financial institutions in China.

New solutions

Frankfurt as an offshore renminbi trading centre
With Deutsche Börse Group, the European Central Bank and the Deutsche
Bundesbank, and against the backdrop of the established trade links between
Germany and China, Frankfurt is well positioned to establish itself as China’s
partner for European financial market activities. The choice of Frankfurt as an
offshore trading centre for the Chinese currency renminbi (RMB) confirms this.

Strategic cooperation with Bank of China
Deutsche Börse’s cooperation with Bank of China has developed into a broad
and deep strategic partnership. The bank is authorised as an equal trading
partner. Frankfurt has the opportunity to become Europe’s offshore RMB centre.
This was made possible by Deutsche Börse’s global partnerships and its cut-
ting-edge products and services. In this process another milestone was reached
in 2014: the first RMB-denominated bonds were listed on the regulated market
on 13 May.

African Stock Exchange (AFSX)
Deutsche Börse is also gaining new partners in other regions of the world: many
African countries are currently experiencing strong growth, driven by improved
political stability. The goal is for the pan-African stock exchange AFSX to connect
to the Xetra trading platform’s technology in 2015. Xetra market participants will
have easier access to African financial markets, while African traders will have
a technical link to a pan-European network of traders.

EEX – the European marketplace for energy and related products
The energy market is a particular area where Deutsche Börse is making progress
in rounding off its product range and acquiring new customer groups. After con-
solidating the energy market under EEX, Deutsche Börse is also planning to bundle
commodities futures here. Trade on the electricity and gas market has shown a
marked rise over 2014 as a whole. The acquisition of France’s Powernext energy
exchange puts EEX in the ideal position to develop from a German to a Europe-
wide provider of energy products. Gas is emerging as a significant second mainstay
here in addition to electricity.

Achievements in Asia in 2014
1. Bank of China: strategic cooperation to connect Chinese investors to the

European market; establishment of a renminbi hub in Frankfurt

2. Shanghai Stock Exchange: cooperation for the distribution of market data

in China

3. Hong Kong location: Deutsche Börse Group has a long-standing presence in
Hong Kong as Clearstream has been serving customers in neighbouring mar-
kets from its office in Hong Kong since 1990. Clearstream has been actively
promoting the internationalisation of the RMB since 2010, introduced it as a
settlement currency in the same year and continues to facilitate growth in the
offshore RMB bond markets; a core component of Clearstream’s strategy is to
increase liquidity of offshore RMB through its collateral management platform
and partnerships with other market infrastructures like the Hong Kong Mone-
tary Authority and the Singapore Exchange; these partnerships link offshore
demand for RMB with offshore liquidity supply across platforms and markets,
between Asia and the rest of the world (like Germany, the 4th largest trading
partner with China).

4. Singapore location: establishment of Eurex Asia, a clearing house, to partici-
pate in the expected growth in Asia, thereby ensuring that Deutsche Börse’s
clearing services will be active and accessible around the clock; acquisition of
a banking licence; expansion of the existing branch for the operating business;

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2007

2014

+ €50 million

Asia’s share in Deutsche Börse’s business 2007 to 2014:
a rise from €50 million to €100 million

Singapore’s United Overseas Bank is set to be the first Asian clearing partici-
pant with which Standard Chartered Bank and Clearstream will begin their
collateral management cooperation; Market Data + Services will be the exclu-
sive licensor for the Cleartrade Exchange (CLTX), which offers a global
marketplace for commodities.

5. Taiwan Futures Exchange (TAIFEX): cooperation with the Taiwanese deriva-
tives exchange along the same lines as the successful partnership with the
Korea Exchange (KRX); the model is the extremely successful cooperation with
KRX, which dates back to 2010 and covers derivatives trading on Korea’s
benchmark KOSPI index.

6. BSE (formerly Bombay Stock Exchange): the BSE’s equities and index

certificates segment successfully migrated to T7 on 10 February 2014,
with its cash market following at the beginning of April.

7. Taiwanese Central Securities Depository: development of a direct settlement

link to Taiwan via Clearstream

8. Stock Exchange of Thailand: letter of intent to promote market development

9. Philippine Stock Exchange: letter of intent to cooperate in the market data area

Achievements in Asia in 2014

China

India

Bank of China

Shanghai Stock Exchange

Hong Kong

Singapore

Taiwan Futures Exchange

BSE

Taiwanese Central Securities
Depository

Stock Exchange of Thailand

Philippine Stock Exchange

Responsible conduct

Deutsche Börse is contributing to risk management, stability and transparency
on the markets at a global level through the worldwide establishment of clearing
houses, the provision of efficient IT infrastructure and the distribution of market
data. Against this international background, Deutsche Börse’s commitment to
sustainability is of key significance for new customer groups and investors focused
on sustainability. This is also reflected in the company’s positive assessments in
various ratings: Deutsche Börse’s shares are included in eleven sustainability indices
see the
This unique selling point attracts the interest of the most varied stakeholder groups
and ensures a constantly expanding exchange of information and ideas and
joint projects.

“Sustainability indices” section in the combined management report.

Geographic expansion and acquisition of new customer groups

The challenge
Future growth will be generated in Asia, and no longer primarily in our traditional
markets. Asia’s exchanges and market participants are constantly increasing their
share of the global financial market. Moreover, the need for global investors to
participate in this growth is on the rise.

The solution
Deutsche Börse’s overriding goal is to offer products that are successful on the
domestic market to an international customer base with the same level of service
quality. So, Deutsche Börse is developing the markets in both directions, with
a simultaneous strengthening of the German and European financial centre. With
the Asian markets as the focus, Deutsche Börse is increasingly integrating inter-
national requirements for liquidity, security and investments.

Opportunities
New opportunities are arising for European investors in an increasingly global
environment where trading partners and customers cannot do without customary
collateral or the necessary transparency and service standards. The next steps
are the connection of Chinese investors to the European market and the expansion
of the renminbi hub in Frankfurt. Deutsche Börse’s focus is on transparent finan-
cial markets, and as a consequence it is, and remains, a solid partner for the real
economy – worldwide.

Deutsche Börse Group corporate report 201435

Our responsibility

Deutsche Börse is in constant touch with its internal and
external stakeholders – including employees, customers,
owners and representatives of the public interest. We have
identified three distinct areas of activity. As a capital market
organiser, we aim to strengthen confidence in the markets
that we organise. We aim to establish ourselves as a model
listed company and employer. And as a part of society, we
are working to raise the public profile of Deutsche Börse.

Building
trust

… as capital
market organiser

Leading by
example

Acting
responsibly …

… as listed
service provider

… as part
of society

Raising public
perception

36Nicht final

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Stakeholder engagement

Stakeholder engagement is the term used to describe a com-
pany’s interaction with its stakeholders. As an infrastructure
provider for the capital markets, Deutsche Börse Group consid-
ers the continuity and ongoing expansion of its dialogue with
stakeholders to be important elements of its economic and social
function.

Dialogue – the foundation for trust-based working relationships

Deutsche Börse Group interacts continuously with a large number of different
stakeholder groups. Depending on their perspective, i.e. whether they see
Deutsche Börse as a capital market organiser or as a listed service company
in its own right, stakeholders and their interests can vary.

Summary of key stakeholders

Deutsche Börse Group as
a listed company

Deutsche Börse Group as a
capital market organiser

■■ Deutsche Börse AG

■■ Supervisory authorities

■■ Regulators

shareholders

■■ Employees

■■ Politics

■■ Media

■■ Intermediaries

■■ Issuers

■■ Employee representatives

■■ Non-governmental

■■ Institutional / private investors

■■ Business partners

organisations

■■ Suppliers

■■ Service providers

■■ Society

■■ Trading, clearing and

post-trading participants

■■ Financial community

Open dialogue promotes trust-based working relationships and drives develop-
ment and decision processes forward; Deutsche Börse Group therefore seeks to
exchange views with its stakeholders, mainly through personal dialogue as well
as through its participation in committees and working groups.

New format for stakeholder survey – focus on internal and external
stakeholder interests

Against this background, Deutsche Börse Group has decided to adopt a new,
four-step survey format, which it implemented for the first time in financial year
2014. The aim is to further expand and intensify dialogue with the various
stakeholder groups.

1. The survey first assessed the importance of the above stakeholder groups
to Deutsche Börse Group’s business operations. In future, the internal
departments will be surveyed once a year. The departments also evaluated
which action areas are relevant for their respective stakeholder groups.

2. Then, three focus groups were formed, each of which concentrates on one
stakeholder group and their interests: the first group consists of employees,
the second of various market participants and the third comprises representa-
tives from politics and supervisory / regulatory authorities.

3. Core questions on action areas, responsibilities and potential goals
of Deutsche Börse Group were discussed within these focus groups
and prioritised from a stakeholder perspective.

4. The results of these stakeholder discussions were evaluated by an external
market research institution and compared with Deutsche Börse’s own
hypotheses. In this way, these results are directly incorporated into the
materiality evaluation process for Deutsche Börse Group’s action areas.

The company decided on a targeted qualitative survey for the pilot project in the
year under review, as opposed to a broad-based quantitative survey. Step two
saw invitations go out to focus group members: these are experts whose profes-
sional activities mean that they are familiar with the capital market in general,
and exchanges in particular. No preparation for the discussions was expected;
instead, the objective was a spontaneous exchange of views and ideas covering
various perspectives from the participants’ everyday professional lives. One key
insight gained from the discussion groups is that society should be made even
more aware of the significance and diversity of an international exchange organi-
sation’s tasks. Overall, the new survey format enables more specific, differenti-
ated action areas to be developed. The process means that stakeholders’ views
are directly incorporated into the materiality evaluation process for Deutsche
Börse Group’s action areas.

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Action areas at Deutsche Börse Group

The key criterion used by Deutsche Börse Group in identifying relevant action
areas is materiality, i.e. the significance of an issue. In addition, Deutsche Börse
Group must be capable in principle of influencing the areas concerned.

table on the next page shows the most important initiatives in the operating

The
business as well as priority issues that were increasingly addressed by the focus
groups. The higher the strategic priority of an action area is, the more importance
Deutsche Börse Group attaches to it in its operating business, and the more
frequently it was addressed in discussions with various stakeholders. For example,
both internal and external stakeholders attach great importance to the fact that
the Group supports regulatory projects and initiatives to stabilise the financial mar-
ket. This awareness goes hand-in-hand with increased expectations as regards
promoting transparency and standardisation in the international capital markets.
The desire to expand a solution-oriented exchange of knowledge and experience
involving key capital market participants is in line with Deutsche Börse’s role as
a neutral conversation platform.

Alongside the stakeholder survey in the focus groups, Deutsche Börse Group
used the following sources to determine its relevant action areas and their
weighting:

■■ Information from Deutsche Börse Group’s committees and working groups,
whose members include international capital market representatives (an
overview of the committees and working groups is available at
www.deutsche-boerse.com / cr_e > Customer governance.)

■■ Analysis of customer satisfaction surveys, customer visits and submissions

to Deutsche Börse Group’s innovation portal

■■ Internal analyses and assessments of trends and developments in the financial

services sector (e.g. changes in the regulatory framework)

■■ Insights gained from investor conferences, roadshows and individual visits,

as well as topics raised at the Annual General Meeting

■■ Discussions with international financial / business journalists at the “Global

Media Outreach” event

■■ Feedback from staff meetings, employee events, review discussions and the

2013 employee survey

■■ Strategic focus areas identified at the meetings of the Executive and Supervisory

Boards and of the individual Supervisory Board committees

Action areas at Deutsche Börse Group by priority 1)

Support for regulatory projects to ensure a stable financial system

Integrity and compliance

Customer satisfaction

Transparency / standardisation on the capital markets

Cost efficiency

Profitable growth

Stability and availability of the trading systems

Innovation potential

Competitiveness2)

Strategy implementation2)

Risk management solutions for market participants

Remuneration

Know-how transfer on capital market issues

Value creation

EBIT

Employee satisfaction

Staff training and development

Stakeholder engagement

Political dynamics2)

Risk-adjusted return2)

Technology leadership

Job security

Neutrality2)

Diversity and equal opportunities

Corporate citizenship

Sustainable product portfolio

Supplier management

Human rights

Emissions trading

Environmental management

Green IT

1) Priority 4 = very high, 3 = high, 2 = considerable, 1 = modest
2) Action area newly identified in the reporting year

2014

2013

–

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From action area to implementation

We take responsibility for the markets we organise, our employees and the
community. This is why the action areas identified on the basis of the materiality
analysis described above are reflected in our sustainability commitment.

■■ As a capital market organiser, we drive forward transparency initiatives such as

sustainability reporting in the capital markets.

■■ As a listed services company, we advocate responsible business practices; one

focus area is on the interests and needs of our employees. We are also working
continuously to improve our sustainability profile, e.g. in Green IT, resource
efficiency and sustainable procurement. In addition, we are further enhancing
our own reporting and seek to fully integrate sustainability performance in our
capital market communications.

■■ As a part of the community, it is important to us that we are seen to be a good
corporate citizen at our international locations, and to be involved in such a
way that reflects local needs.

As neutral marketplace organiser, Deutsche Börse Group promotes transparency
initiatives such as the publication of the ESG Best Practice Guide for the stan-
dardised integration of sustainability information into traditional capital market
communications. We are also seeking an open dialogue and exchange of knowl-
edge with other exchange organisations on this and other topics relevant to the
future of the international capital market system, and we joined the UN’s Sustain-
able Stock Exchanges Initiative in 2014.

In parallel to these initiatives, as a listed company we strive to expand and
improve our own reporting. In doing so, we are guided by national and interna-
tional standards and are stepping up our dialogue with internal and external
stakeholder groups.

The initiatives developed by Deutsche Börse Group to increase the public’s per-
ception of the company include an extensive programme of evening seminars that
educate mainly private investors about the capital market in a readily understand-
able way. The programme covers topics such as product knowledge, securities
analysis, investment strategies, asset allocation and stock market psychology.
Deutsche Börse also uses this initiative to promote financial literacy among the
general public, which is one of the political establishment’s objectives.

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Group staff

Deutsche Börse Group is a service provider that makes exacting
demands on its staff: on their professional knowledge, their
ability to communicate and work in teams as well as their readi-
ness to take responsibility. At Deutsche Börse, experts with
highly specialised knowledge work hand in hand with general-
ists. Together they tailor products and services to the require-
ments of customers, owners, and representatives of the public
interest.

Deutsche Börse supports on-the-job training

Training and continuing professional development are a top priority at Deutsche
Börse. Staff constantly expand and refresh their knowledge of the financial markets
and can also undertake regular training for their communication and organisa-
tional skills. Deutsche Börse offers a wide range of internal and external training
opportunities to support its staff and their supervisors in mastering their own per-
sonal challenges. The programme is constantly adapted and expanded in order to
be in line with the latest developments in the various areas. For example, the
Employee Development Planning training course for managers was introduced as
an addendum of the feedback from the 2013 employee survey. This course teaches
managers how to define appropriate measures to support their staff. Further training
opportunities are at the planning stage. Details concerning the employee survey
can be found in the
“Employees” section in the combined management report.

Support programmes increase career prospects

Thanks to various programmes, employees can improve their career prospects
and apply the knowledge they have acquired within the company:

■■ In the “high potential circle”, younger, particularly motivated and talented staff
are prepared for positions of responsibility by means of a set curriculum. This
curriculum focuses on business school seminars and training sessions that en-
hance methodological and social skills. The “high potentials” meet with the
Executive Board, participate in a variety of networking meetings and are men-
tored by members of middle and upper management.

>110

employees participated in “innovation days” at our locations
Frankfurt / Eschborn, Chicago and London in 2014.

■■ Staff are able to qualify for part-time master programmes through a selection

process. A cooperation partner for MBA programmes at the Dubai location was
selected in 2014. Deutsche Börse Group-supported master programmes will
be available to employees at the main locations in Frankfurt / Eschborn, Luxem-
bourg, London, Prague and Dubai.

■■ The “new hire” mentoring programme helps new employees get started, and

aids them in establishing contacts beyond their own department and in gaining
a cross-departmental understanding of the company. The “new role” mentoring
programme provides support to employees taking on a new management position.

Special training for executives

In addition to a management career with responsibility for employees, Deutsche
Börse Group staff have opportunities for promotion within the expert or project
manager career paths. The company also supports lateral transfers to other depart-
ments or business areas at the same hierarchy level.

The company provides dedicated training and coaching for managers on all of the
career paths, as well as events to exchange views. The latter include the Top
Management Dialogue, which is regularly hosted by the Executive Board with key
function holders. Clearly defined processes for succession planning ensure that
the most suitable candidates take on the relevant management functions when
management positions become vacant.

Women in management, Deutsche Börse is committed to this goal. Details can
be found in the

“Employees” section in the combined management report.

Career prospects for young talent

At the end of 2014, there was a total of 19 apprentices at the company. In
addition to the office management specialist apprenticeship offered to date,
the company also launched two new apprenticeships in September 2014:
“IT specialist – application development” and “IT specialist – systems integration”.
A total of eleven apprentices have joined Deutsche Börse Group: six in IT and
five in commercial apprenticeships. During their apprenticeships, the commercial
apprentices work in various departments – central departments and market

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Group staff

areas – for three to six months per assignment. In this way, the apprentices gain
an insight into a wide range of tasks while at the same time making valuable
contributions to the work of Deutsche Börse Group. The company offered perma-
nent positions to all four trainees who completed their apprenticeships in 2014.

Diversity creates new ideas and customer proximity

Deutsche Börse Group values and promotes the diversity of its employees. The
company’s broad range of diverse products and services places completely diffe-
rent demands on the staff in development and distribution. Teamwork and diverse
educational backgrounds are therefore particularly important in the Group: staff
with backgrounds in mathematics, information technology, business administra-
tion, or economics, as well as law, humanities and social sciences work together
to develop products and services for our customers.

Deutsche Börse staff can submit ideas and suggestions for improvements via the
“YouNovate” internal innovation management programme. The ideas may relate
to any aspect of the company – new products, contributions to cost efficiency, or
public relations. In this way, innovation management helps the company to rec-
ognise and tap into growth opportunities.

Deutsche Börse Group is a global company, with 24 locations in 17 countries
around the world. Its steady internationalisation is a core element of the corporate
strategy: The Group’s aim is not just to access new markets, but also to become
close to its customers abroad. It therefore operates not only in different markets,
but also in different cultures. The diversity of its customers is reflected in the
cultural diversity of its staff: Deutsche Börse Group employs people from 67 coun-
tries of origin. The diversity of its workforce is one of Deutsche Börse’s strengths.
It requires new ways and approaches for communication – but is ultimately an
essential element for survival in the face of global competition.

Corporate values and people principles for successful cooperation

We do not consider the principles of good corporate management simply as rules
to be followed – they are how we define ourselves. We have a long-term commit-
ment to four key corporate values. These are our guiding principles, primarily in
association with our customers, our shareholders and our business environment.
The corporate values are part of Deutsche Börse Group employees’ daily routines:
they are the standards by which we choose to measure ourselves.

These values include a focus on the customer, the dedication of each individual,
innovation as the basis for developing new products in a changing environment,
and finally integrity, since we enjoy a high level of trust as an organiser of fair and
transparent markets.

As a development of our corporate culture, we introduced the “people principles”
beside our corporate values in 2014. These five guidelines enhance the corporate
values to a level of personal behaviour and detail the expectations for considerate
and professional cooperation within Deutsche Börse Group. The people princi-
ples are truly a product developed by employees. Following the 2013 employee
survey, three workshops attended by a total of 45 employees and managers at
the Frankfurt / Eschborn, Luxembourg and Prague locations produced input for an
initial ten principles. These were posted on an intranet discussion forum in
October 2014. Around 1,100 employees visited the forum, with many leaving
suggestions for other focus areas and wording that the project team took up
and consolidated. The end result was a total of five principles, which form the
basis for the way we understand and embody our corporate values relating to:
mutual respect; teamwork to achieve the best results for our customers, who
value us for our integrated products and services; and mutual recognition and
appreciation of our performance, since we are all committed to result orientation
and a customer focus. From 2015 on, we will strenghen and develop our corpo-
rate culture with these principles.

People Principles for considerate and professional cooperation

Respect

Teamwork

Customer focus

Recognition

Result orientation

Deutsche Börse Group corporate report 2014Our governance

Responsible corporate governance is a high priority for
Deutsche Börse Group. The qualifications and independence
of our employees and the individual support given to them,
as well as transparency and sustainability, are the principles
shaping the company’s internal organisation and culture.

Deutsche Börse AG

Annual General Meeting

Supervisory Board

Personnel Committee
Audit Committee
Nomination Committee
Supervisory Board Strategy Committee
Supervisory Board Technology Committee
Supervisory Board Clearing and Settlement Committee
Interim Risk Management Roadmap Committee

Executive Board

Specialist committees / working parties

The Executive Board

From left to right:
Reto Francioni, Andreas Preuss,
Gregor Pottmeyer, Hauke Stars,
Jeffrey Tessler

Reto Francioni, * 1955
Chief Executive Officer,
Deutsche Börse AG
Prof., Dr. jur.
Frankfurt / Main

Detailed information about the
members of the Executive Board,
their appointments to supervisory
bodies of other companies or
comparable control bodies, as
well as their CVs can be found
on the internet under:

www.deutsche-boerse.

com / execboard

Andreas Preuss, * 1956
member of the Executive Board
and Deputy Chief Executive
Officer,
Deutsche Börse AG
responsible for the Cash &
Derivatives Markets division
graduate degree in Business
Administration
(Dipl.-Kaufmann)
Frankfurt / Main

Gregor Pottmeyer, * 1962
member of the Executive Board
and Chief Financial Officer,
Deutsche Börse AG
graduate degree in Business
Administration
(Dipl.-Kaufmann)
Frankfurt / Main

Hauke Stars, *1967
member of the Executive Board,
Deutsche Börse AG
responsible for the Information
Technology & Market Data +
Services division
Engineering degree in applied
computer science (Dipl.-Ing.),
MSc by research in Engineering
Frankfurt / Main

Jeffrey Tessler, *1954
member of the Executive Board,
Deutsche Börse AG
responsible for the
Clearstream division
MBA
Luxembourg

As at 31 December 2014

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The Supervisory Board

Detailed information about the
members of the Supervisory Board,
their additional appointments
to supervisory bodies of other
companies or comparable control
bodies, as well as their CVs can
be found on the internet under
www.deutsche- boerse.com /

supervboard

The Supervisory Board

Joachim Faber, * 1950
Chairman
Independent Management
Consultant, Grünwald
Nationality: German
Board member
since 20 May 2009

Gerhard Roggemann, * 1948
Deputy Chairman
Senior Advisor
Edmond de Rothschild
Private Merchant Banking LLP,
London
Nationality: German
Board member from 11 May 1998
to 14 May 2003 and since
12 July 2005

Richard Berliand, * 1962
Management Consultant –
Executive Director
Richard Berliand Limited,
Ashtead Surrey
Nationality: British
Board member
since 7 October 2005

Irmtraud Busch, 1) * 1956
Former staff member in the
Business Consulting section
Clearstream Banking AG,
Frankfurt / Main
Nationality: German
Board member
since 16 May 2012

Karl-Heinz Floether, * 1952
Independent Management
Consultant, Kronberg
Nationality: German
Board member
since 16 May 2012

Marion Fornoff, 1) * 1961
Staff member in the HR
Europe & US section
Deutsche Börse AG,
Frankfurt / Main
Nationality: German
Board member
since 16 May 2012

Hans-Peter Gabe, 1) * 1963
Staff member in the HR
Compensation, Workforce &
Talent Management section
Deutsche Börse AG,
Frankfurt / Main
Nationality: German
Board member
since 21 May 1997

Richard M. Hayden, * 1945
Non-Executive Chairman
Haymarket Financial LLP,
London
Chairman of the Senior Advisory
Board
TowerBrook Capital Partners L.P.,
London
Nationality: US-American and
British
Board member
since 12 July 2005

Craig Heimark, * 1954
Managing Partner
Hawthorne Group LLC, Palo Alto
Nationality: US-American
Board member
since 7 October 2005

David Krell, * 1946
Chairman of the Board of Directors
International Securities Exchange,
LLC, New York
Nationality: US-American
Board member
since 1 January 2008

Monica Mächler, * 1956
Attorney-at-law, Pfäffikon
Former Vice Chair of the Board
of Directors of the Swiss
Financial Market
Supervisory Authority (FINMA),
Bern
Nationality: Swiss
Board member
since 16 May 2012

Friedrich Merz, * 1955
Lawyer and Senior Counsel
Mayer Brown LLP, Dusseldorf
Nationality: German
Board member
since 12 July 2005

Thomas Neiße, * 1948
Independent Capital Market
Advisor, Haibach
Nationality: German
Board member
since 14 January 2009

Heinz-Joachim Neubürger,
* 1953, † 2015
Independent Management
Consultant, London
Nationality: German
Board member
from 16 May 2012 to
5 February 2015

Erhard Schipporeit, * 1949
Independent Management
Consultant, Hanover
Nationality: German
Board member
since 7 October 2005

Jutta Stuhlfauth, 1) * 1961
Lawyer, M.B.A. (Wales)
and Head of Unit Policies
& Procedures
Deutsche Börse AG,
Frankfurt / Main
Nationality: German
Board member
since 16 May 2012

Martin Ulrici, 1) * 1959
Head of Unit Talent Management
Deutsche Börse AG,
Frankfurt / Main
Nationality: German
Board member
since 16 May 2012

Johannes Witt, 1) * 1952
Staff member in the Financial
Accounting & Controlling
department
Deutsche Börse AG,
Frankfurt / Main
Nationality: German
Board member
since 21 May 1997

As at 31 December 2014

1) Employee representative

Report of the Supervisory Board

Joachim Faber
Chairman of the Supervisory Board

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Report of the Supervisory Board

In the year under review, the Supervisory Board of Deutsche Börse AG held
in-depth discussions on the position and prospects of the company and per-
formed its duties in accordance with the law and the Articles of Association.
We regularly advised the Executive Board on the management of the company
and monitored its work; we were involved in all fundamental decisions. Where
required by law, the Articles of Association, or the bylaws, we adopted resolu-
tions following thorough examination.

In total, there were six regular and two extraordinary plenary meetings in 2014. In addition, two strategy
workshops were held in which we discussed Deutsche Börse Group’s growth strategy and the compet-
itive environment in detail.

At our meetings, the Executive Board provided us with comprehensive and timely information – verbally
and in writing – in line with the legal requirements on the course of business, the position of the
company and the Group (including the risk situation, risk management and compliance), as well as on
the company’s strategy and planning. We discussed all transactions significant for the company in the
plenary meetings and in the Supervisory Board committees, based on the reports of the Executive Board.

The high frequency of both plenary and committee meetings facilitated an active exchange of information
between the Supervisory Board and the Executive Board. The Executive Board also reported on indi-
vidual issues in written reports and discussed individual topics with us between meetings. In addition,
the Chief Executive Officer kept the Chairman of the Supervisory Board informed at all times about
current developments relating to the company’s business, significant transactions, upcoming decisions,
as well as the long-term outlook and thoughts on emerging developments, and discussed these matters
with him.

The Executive Board submitted all measures requiring Supervisory Board approval in accordance with
the law, the Articles of Association, or the bylaws to the Supervisory Board, and the Supervisory Board
approved these measures. The Supervisory Board also assured itself that the Executive Board’s actions
were lawful, due and proper, and appropriate.

All members of the Supervisory Board attended at least half of the Supervisory Board meetings in 2014.
The members of the Supervisory Board participated in the Supervisory Board meetings and the com-
mittees as follows:

Attendance of Supervisory Board members at meetings in 2014

Name

Joachim Faber

Richard Berliand

Irmtraud Busch

Karl-Heinz Floether

Marion Fornoff

Hans-Peter Gabe

Richard M. Hayden

Craig Heimark

David Krell

Monica Mächler

Friedrich Merz

Thomas Neiße

Heinz-Joachim Neubürger

Gerhard Roggemann

Erhard Schipporeit

Jutta Stuhlfauth

Martin Ulrici

Johannes Witt

Average attendance rate

Meetings
(incl. committees)

Meeting attendance

100

Topics addressed in plenary meetings of the Supervisory Board

In the year under review, the Executive Board provided us with comprehensive information about stra-
tegic growth options, especially in Asia. We kept a close eye on regulatory developments at national,
European and global level and discussed their potential impact on Deutsche Börse Group’s business
model. We also debated the opportunities and risks that may arise for Deutsche Börse Group from
regulatory developments. Another focus of our Supervisory Board work was to prepare for generational
change on the Executive Board of Deutsche Börse AG: we appointed Carsten Kengeter as the desig-
nated successor to the Chief Executive Officer of Deutsche Börse AG, Reto Francioni. Mr Francioni will
retire from the Executive Board on 31 May 2015 and will hand over the chairmanship to Mr Kengeter,
effective 1 June 2015. We took these decisions by mutual agreement, and in close consultation, with
Mr Francioni. Another focal point of our work was our discussion of the enhancements to Deutsche
Börse Group’s compliance and risk management system.

The Executive Board regularly informed us about Deutsche Börse AG’s share price performance, includ-
ing in comparison to its competitors. Moreover, the Executive Board reported on the business perform-
ance, financial position and results of operations of Deutsche Börse AG, its affiliated companies and
Deutsche Börse Group as a whole.

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Our plenary meetings focused in particular on the following issues during the reporting period:

At our first regular meeting for the reporting period on 19 February 2014, we addressed in detail the
preliminary results for financial year 2013 and the dividend proposed by the Executive Board for that
year. We also resolved the amount of the variable remuneration of the Executive Board for financial
year 2013 following in-depth discussion. We discussed the list of measures requiring Supervisory Board
approval in the bylaws for the Executive Board as well as the responsibilities of the Supervisory Board
committees. In addition, we resolved to establish an interim Supervisory Board committee to monitor
the implementation of the measures for optimising Deutsche Börse Group’s risk management and risk
governance that are set out in a risk management roadmap for the period until the end of Deutsche
Börse AG’s Annual General Meeting in 2015.

At the regular meeting on 5 March 2014, we discussed in particular the company’s annual financial
statements and consolidated financial statements for 2013 plus the combined management report; the
auditors were present for this. The 2013 annual financial statements and consolidated financial state-
ments were approved in line with the recommendation by the Audit Committee, which had previously
conducted an in-depth examination of the documents. The report of the Supervisory Board for 2013
and the agenda for the 2014 Annual General Meeting were also resolved. We decided to propose to the
Annual General Meeting on 15 May 2014 that the size of the Supervisory Board of Deutsche Börse AG
be reduced from the present figure of 18 members to twelve, effective from the end of the current period
of office. We discussed in detail the review of the appropriateness of the Executive Board’s remunera-
tion and specified the target consolidated net income for 2014 as the basis for determining the variable
cash component for members of the Executive Board for financial year 2014. In addition, we addressed
the status of our IT reorganisation.

At the regular meeting held directly before the Annual General Meeting on 15 May 2014, we discussed
the upcoming Annual General Meeting with the Executive Board. The Executive Board reported to us
on the investigation by the United States Attorney for the Southern District of New York against Clear-
stream Banking S.A. in connection with alleged violations of US anti-money laundering and sanction
regulations. In addition, we approved the engagement of the law firm Mayer Brown LLP, where Super-
visory Board member Friedrich Merz is a senior counsel, by International Securities Exchange, LLC in
the area of intellectual property rights protection. See also the
ual conflicts of interest”.

section entitled “Management of individ-

At the regular meeting on 26 June 2014, we discussed strategic options relating to derivatives as well
as clearing and settlement, the status of collateral management for clearing transactions and the status
of clearing for OTC transactions as part of TARGET2-Securities (T2S). In addition, the Executive Board
provided an update on the investigation by the US District Attorney’s Office against Clearstream
Banking S.A.

At the regular meeting on 25 September 2014, the Executive Board provided us with in-depth infor-
mation on the implementation status of the Risk Management Roadmap. We addressed in detail
Deutsche Börse Group’s regulatory strategy. In this context, we discussed the European Commission’s
proposal for the regulation of indices, the Markets in Financial Instruments Directive (MiFID II / MiFIR),
the European Market Infrastructure Regulation including the relevant implementing technical standards
(EMIR / ESMA), the Central Securities Depository Regulation (CSDR), the Capital Requirements Directive
(CRD IV), as well as the financial transaction tax and the regulation of high-frequency trading.

At the extraordinary meeting on 27 October 2014, we dealt exclusively with succession planning for
Deutsche Börse AG’s Executive Board. We appointed Carsten Kengeter as a member of the Executive
Board for a three-year term effective 4 April 2015. Mr Kengeter will assume the chairmanship from
Reto Francioni with effect from 1 June 2015. We resolved to terminate the contract with our long-serv-
ing Chief Executive Officer, Mr Francioni, ahead of schedule by mutual agreement effective 31 May 2015
as well as to terminate the appointment of Deputy Chief Executive Officer, Andreas Preuss, by mutual
consent with immediate effect and to reappoint him, also with immediate effect, for another term until
31 May 2018.

At the regular meeting on 1 December 2014, we addressed Group-wide innovation strategies and
discussed Deutsche Börse Group’s risk management. We also discussed the political communication
strategy and its implementation in 2015 with the Executive Board. Moreover, at the recommendation
of the Personnel Committee we reappointed Hauke Stars as a member of the Executive Board for another
five-year term. Furthermore, we discussed the results of our annual efficiency audit in accordance with
section 5.6 of the German Corporate Governance Code and discussed and adopted the 2015 budget. We
also resolved the declaration of conformity in accordance with section 161 of the Aktiengesetz (AktG,
German Stock Corporation Act) for the reporting period. The declaration of conformity is available at

www.deutsche-boerse.com / declconformity

At the extraordinary meeting on 1 December 2014, the Executive Board reported on the concept for
dissolving the structure established in connection with the financing of the acquisition of International
Securities Exchange Holdings, Inc. in 2007. Following in-depth discussion, we adopted a resolution on
this issue.

Work of the committees

The Supervisory Board had a total of seven committees in the year under review. The committees are
primarily responsible for preparing the decisions to be taken by and topics to be discussed in the plenary
meetings. Additionally, the Supervisory Board has delegated individual decision-making powers to the
committees, to the extent that this is legally permissible. The individual committee chairs provided
detailed reports of the work of their committees at the plenary meetings. The Chairman of the Super-
visory Board chairs the Personnel Committee, the Nomination Committee and the Strategy Committee.
The detailed composition and duties of the Supervisory Board committees in the year under review can
be found in the
gesetzbuch (HGB, German Commercial Code).

Corporate governance declaration in accordance with section 289a of the Handels-

The Audit Committee convened six regular meetings and held one workshop in 2014. The Personnel
Committee met five times in 2014, while the Nomination Committee met three times. The Strategy
Committee held two regular meetings and one extraordinary meeting in 2014. The Technology Com-
mittee met four times in 2014. The Clearing and Settlement Committee held three meetings in 2014.
The interim committee established to monitor the implementation of the Risk Management Roadmap
convened two meetings in 2014. In addition, the Audit Committee and the Clearing and Settlement
Committee held one joint meeting, which focused on compliance with sanctions regimes.

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The committees dealt with the following issues in particular:

Audit Committee
■■ Accounting: Examination, in the presence of the auditors, of the annual financial statements of

Deutsche Börse AG and of the Group, of the combined management report and the audit report,
as well as of the half-yearly financial report and the quarterly reports

■■ Auditor: Obtaining the statement of independence from the auditor, issue of the engagement letter
to the auditor and preparation of the Supervisory Board’s proposal to the Annual General Meeting
regarding the election of the auditors. Agreement on the auditor’s fee and definition of the areas of
emphasis for the audit

■■ Internal control systems: Discussion of questions regarding risk management, compliance as well as
the internal control and auditing system. The committee was informed about these topics – including
the methods and systems used and their efficiency, adequacy and effectiveness – throughout the
entire reporting period and discussed them in detail.

■■ Discussion of Deutsche Börse Group’s dividend and budget
■■ Discussion and definition of the Audit Committee’s tasks
■■ Preparation of the Supervisory Board’s resolution on the corporate governance report and the remu-

neration report as well as on the corporate governance declaration in accordance with section 289a
of the HGB and the declaration of conformity in accordance with section 161 of the AktG

Personnel Committee
■■ Executive Board remuneration: Discussion of the degree to which the members of the Executive Board
had achieved their targets; determination of the variable cash component for 2013; definition of the
target consolidated net income for 2014 as the basis for determining the variable cash component for
members of the Executive Board; adoption of the individual targets for the members of the Executive
Board for 2015; discussion of the remuneration report; review of the appropriateness of the Executive
Board remuneration and of their pensionable income

■■ Personnel matters: Process for selecting a successor to the Chief Executive Officer with external
support. Preparation of a recommendation to the plenary meeting that it appoint Carsten Kengeter
as a member and chairman of the Executive Board, for the termination ahead of schedule, by mutual
agreement, of the appointment and contract of service of Mr Francioni, for the termination with im-
mediate effect of the appointment of Deputy Chief Executive Officer Andreas Preuss’ and his immedi-
ate reappointment as Deputy Chief Executive Officer for another term until 31 May 2018 and the
reappointment of Hauke Stars as a member of the Executive Board

■■ Preparation of a recommendation to the plenary meeting for a reduction in the size of the Super-

visory Board

■■ Discussion of the impact of the CRD IV Regulation on the remuneration system
■■ Discussion of the results of the employee survey conducted in 2013 and the resulting measures
■■ Approval of Andreas Preuss’ re-election to the Board of Directors of the World Federation of

Exchanges (WFE)

Nomination Committee
Preparation of the election by the Annual General Meeting in 2015 of the shareholder representatives
on the Supervisory Board with the support of an external consultant:
■■ Basis for selecting candidates: the qualification profile for the composition of the Supervisory Board

resolved by the plenary meeting; for details see the

corporate governance report

■■ Special emphasis on “diversity” and “Asian market experience”

Strategy Committee
■■ Discussion of current strategic projects and growth initiatives
■■ Medium-term strategy planning, taking into account regulatory developments
■■ Discussion of the innovation strategy

Technology Committee
■■ In-depth discussion of the implementation of the reorganisation of Deutsche Börse Group’s

information technology and the enhancement of its trading and post-trading systems

■■ Discussion of Deutsche Börse Group’s IT security, IT risk management, IT sourcing strategy

and cloud strategy

■■ Discussion of the IT budget for 2015

Clearing and Settlement Committee
■■ Discussion of Deutsche Börse Group’s initiatives in the area of securities settlement
■■ Discussion of current regulatory developments
■■ Examination of the Global Liquidity Hub (platform for liquidity and risk management), T2S

and post-trade services for OTC (over-the-counter) markets

■■ Discussion of developments in the OTC clearing business
■■ Discussion of the clearing roadmap initiative
■■ Examination of the implementation of and compliance with sanctions against specific states

and legal persons

Interim Risk Management Roadmap Committee
■■ Discussion of the Executive Board’s report on the implementation of the measures to optimise

risk management and risk governance

■■ Examination of Deutsche Börse Group’s risk strategy and risk appetite and of the special

risk profile of regulated Group companies

■■ Discussion of the operational risk management system and risk metrics

Audit of the annual and consolidated financial statements

KPMG AG Wirtschaftsprüfungsgesellschaft (KPMG), domiciled in Berlin, audited the annual financial
statements of Deutsche Börse AG and the consolidated financial statements, as well as the combined
management report for the financial year ended 31 December 2014, together with the accounting sys-
tem, and issued an unqualified audit opinion. The condensed financial statements and interim manage-
ment report contained in the half-yearly financial report for the first six months of 2014 were reviewed
by KPMG. The documents relating to the financial statements and the reports by KPMG were submitted
to us for examination in a timely manner. The lead auditors, Karl Braun (CMO, member of the Board,
KPMG) and Andreas Dielehner (Partner, KPMG), attended the relevant meetings of the Audit Committee
and the plenary meeting of the Supervisory Board to approve the financial statements. The auditors
reported on the key results of the audit, elaborated in particular on the net assets, financial position and
results of operations of the company and Group, and were available to provide supplementary infor-
mation. The auditors also reported that no significant weaknesses in the control and risk management
systems had been found, in particular with respect to the financial reporting process. The audit of
compliance with all relevant statutory provisions and regulatory requirements did not give rise to any
objections. KPMG provided information on other services that were rendered in addition to audit ser-
vices. There were no grounds for suspecting impairment of the auditors’ independence.

The Audit Committee discussed the financial statement documents and the reports by KPMG in detail
with the auditor and examined them carefully itself. It is satisfied that the reports meet the statutory
requirements under sections 317 and 321 of the HGB in particular. The Committee reported to the
Supervisory Board on its examination and recommended that it approve the annual financial statements
and consolidated financial statements.

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Our own examination of the annual financial statements, the consolidated financial statements and the
combined management report for 2014 in a plenary meeting did not lead to any objections and we
concurred with the results of the audit performed by the auditor. We approved the annual financial state-
ments prepared by the Executive Board and the consolidated financial statements at our meeting on
6 March 2015 in line with the Audit Committee’s recommendation. The annual financial statements of
Deutsche Börse AG has thus been adopted.

The Audit Committee discussed the Executive Board’s proposal for the appropriation of the unappro-
priated surplus in detail with the Executive Board, in particular in view of the company’s liquidity and
financial planning as well as taking into account shareholders’ interests. Following this discussion and
its own examination, the Audit Committee approved the Executive Board’s proposal for the appropriation
of the unappropriated surplus. After examining this ourselves, we also approved the Executive Board’s
proposal in the plenary meeting of the Supervisory Board.

Composition of the boards

In relation to the Executive Board, we resolved the following in 2014 at the recommendation of the
Personnel Committee:
■■ We appointed Carsten Kengeter as a member of the Executive Board for a three-year term effective

4 April 2015. Mr Kengeter will assume the chairmanship from Reto Francioni with effect from
1 June 2015.

■■ We resolved to terminate the contract with our long-serving Chief Executive Officer, Reto Francioni,

ahead of schedule by mutual agreement effective 31 May 2015.

■■ We resolved to terminate the appointment of Deputy Chief Executive Officer, Andreas Preuss, by

mutual consent with immediate effect and to reappoint him, also with immediate effect, for another
term until 31 May 2018.

■■ We reappointed Hauke Stars for a term of five years.

No changes were made to the Supervisory Board in the year 2014.

Management of individual conflicts of interest

On 15 May 2014, we approved the engagement of Mayer Brown LLP by International Securities
Exchange, LLC to provide legal services in the area of intellectual property rights protection. Friedrich
Merz, who is a senior counsel at Mayer Brown, did not take part in the discussion of the engagement
nor did he take part in the vote by the Supervisory Board on this matter.

The Supervisory Board would like to thank the Executive Board and all employees for their dedication
and achievements in 2014.

At the beginning of February 2015, we were deeply saddened by the death of our Supervisory Board
colleague, Heinz-Joachim Neubürger. Mr Neubürger, who the Nomination Committee had already
proposed as a candidate for the election of the new Supervisory Board, was a valuable member of the
board, both as a person and in his professional capacity. We will honour his memory.

Frankfurt / Main, 6 March 2015
For the Supervisory Board:

Joachim Faber
Chairman of the Supervisory Board

Corporate governance declaration

The corporate governance declaration in accordance with section 289a of the
Handelsgesetzbuch (HGB, German Commercial Code) is part of the combined
management report. In this declaration, the Executive Board and Supervisory
Board of Deutsche Börse AG report on the following: the declaration of confor-
mity in accordance with section 161 of the Aktiengesetz (AktG, German Stock
Corporation Act), relevant information on corporate governance practices, Execu-
tive and Supervisory Board working practices, and the composition and working
practices of the Supervisory Board committees.

Declaration of conformity in accordance with section 161 of the AktG

On 9 December 2014, the Executive Board and Supervisory Board of Deutsche Börse AG issued the
following declaration of conformity:

“Declaration of Conformity with the German Corporate Governance Code in accordance with
section 161 of the German Stock Corporation Act
Section 161 of the Aktiengesetz (AktG, German Stock Corporation Act) requires the Executive Board
and the Supervisory Board of listed stock corporations to declare annually that the recommendations of
the Government Commission on the German Corporate Governance Code, published by the Federal
Ministry of Justice in the official section of the Federal Gazette, have been and are being complied with
or, if not, to indicate the recommendations that have not been or are not being complied with and the
reasons for this.

For the period between the last declaration of conformity dated 9 December 2013 and 29 Septem-
ber 2014, the declaration set out below refers to the previous version of the Code as of 13 May 2014.
Since 30 September 2014, the declaration refers to the current version as of 24 June 2014, which was
published in the Federal Gazette on 30 September 2014.

The Executive Board and the Supervisory Board of Deutsche Börse AG declare that the recommendations
of the Government Commission on the German Corporate Governance Code have been almost fully
complied with and will be complied with, with only one potential exception. For the details, please
see below:

1. Deductible in the D&O policy for the Supervisory Board (no. 3.8 (3) of the Code)
Deutsche Börse AG introduced deductibles in the D&O policy for the Supervisory Board with effect as
of 1 April 2014 and has complied with the recommendation in section 3.8 (3) of the German Corporate
Governance Code since then.

Before 1 April 2014, Deutsche Börse AG had not followed the recommendation to agree a deductible
in the D&O policy for the Supervisory Board. This was due to concern that agreeing a deductible could
impede the company’s ability to appoint international members to its boards, as agreeing on a deduct-
ible is not always common practice in other countries. After a thorough analysis of the advantages and
disadvantages of agreeing a deductible, the company decided to introduce one.

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2. Agreement of severance payment caps when entering into Executive Board contracts
(no. 4.2.3 (4) of the Code)
All current contracts with the members of the Executive Board contain severance payment caps and
hence complied with, and will continue to comply with, the recommendation in section 4.2.3 (4) of
the Code. As in the past, however, the Supervisory Board reserves the right to deviate from section
4.2.3 (4) of the Code in the future under certain circumstances. The Supervisory Board believes that
a deviation may become necessary in extraordinary cases.”

The annual declaration of conformity in accordance with section 161 of the AktG can also be found on
the internet at
previous five years can also be accessed there.

www.deutsche-boerse.com / declconformity The declarations of conformity for the

Information on corporate governance practices

Behavioural guidelines
Deutsche Börse Group’s global orientation requires that binding policies and standards of behaviour are
applied at all of its locations around the world. The principles for cooperation are aimed in particular at
ensuring responsibility, respect and mutual esteem. They are also applied when implementing the Group’s
business model. Communication with customers, investors, employees and the public is based on
timely information and transparency. In addition to profit-based activity, Deutsche Börse’s business is
managed using recognised social responsibility standards.

Group-wide Code of Ethics
Responsible actions and behaviour depend on values that are shared by all employees throughout the
Group. The Code of Ethics adopted by the Executive Board and applicable throughout the Group lays
the foundation for this and sets minimum ethical and legal standards. It is binding both on members
of the Executive Board and on all other managers and employees of the Group. In addition to specific
rules, it provides general guidance as to how employees can contribute to putting the values it lays
down into practice in their daily work. The aim of the Code of Ethics is to set out guidance for working
together in the company on a day-to-day basis, to help resolve any conflicts and to resolve ethical
and legal challenges. The Code of Ethics for employees of Deutsche Börse Group can be found at

www.deutsche-boerse.com > Corporate Responsibility > Our responsibility > Guideline > Code of ethics.

Code of Conduct for Suppliers and Service Providers
Deutsche Börse Group demands that high standards are met not only by its management and its employ-
ees, but also by its suppliers. The Code of Conduct for Suppliers and Service Providers requires them
to respect human rights and employee rights and to comply with minimum standards. Most suppliers
have signed up to these conditions and all key suppliers have made voluntary commitments that corre-
spond to or exceed Deutsche Börse Group’s standards. Service providers and suppliers must sign up to
the Code or an equivalent voluntary commitment as a prerequisite for doing business with Deutsche
Börse Group. The Code is regularly reviewed in the light of current developments and amended as neces-
sary. The Code of Conduct for Suppliers and Service Providers can be found on the internet at

www.deutsche-boerse.com > Corporate Responsibility > Our responsibility > Guideline > Code of

Conduct.

Values
Deutsche Börse Group’s business activities are based on the legal frameworks and ethical standards of
the different countries in which it operates. In particular, the Group underscores the values to which
it attaches importance by joining initiatives and organisations that stand for generally accepted ethical
standards. The relevant memberships are as follows:

www.unglobalcompact.org:

United Nations Global Compact
The UN Global Compact is an international agreement between
companies and the United Nations. By participating, Deutsche
Börse Group has agreed to meet minimum social and ecological
standards along its entire value chain.

www.diversity-charter.com: As a signatory
Diversity Charter
to the Diversity Charter, the company is committed to acknowl-
edging, respecting and promoting the diversity of its workforce,
customers and business associates – irrespective of their age,
gender, disability, race, religion, nationality, ethnic background,
sexual orientation, or identity.

www.ilo.org: This UN
International Labour Organisation
agency is the international organisation responsible for drawing
up and overseeing international labour standards; it brings together
representatives of governments, employees and employers to
jointly shape policies and programmes. By signing up for this,
Deutsche Börse Group has agreed to observe these standards.

www.nachhaltigkeitsrat.

The German Sustainability Code
de / en / home: The German Council for Sustainable Development
adopts the German Sustainability Code and recommends that
the political and business communities make extensive use of
this voluntary instrument. Deutsche Börse Group has published
an annual declaration of conformity with the German Sustain-
ability Code since 2011.

Sector-specific policies
Deutsche Börse Group’s pivotal role in the financial sector requires that it handles information, and
especially sensitive data and facts, responsibly. A number of sets of rules are in force in the Group to
ensure that employees comply with this. These cover both legal requirements and special policies
applicable to the industry segment concerned, such as the whistleblowing system and risk and control
management policies.

Whistleblowing system
Deutsche Börse Group’s whistleblowing system gives employees and external service providers an
opportunity to report non-compliant behaviour. Deutsche Börse Group has engaged Deloitte & Touche
to act as an external ombudsman and to receive any relevant information submitted by phone or e-mail.
The whistleblowers’ identity is not revealed to Deutsche Börse Group.

Risk and control management policies
Functioning control systems are an important part of stable business processes. Deutsche Börse Group’s
enterprise-wide control systems are embedded in an overarching framework. Among other things, this
takes into account legal requirements, the recommendations of the German Corporate Governance
Code, international regulations and recommendations, and other company-specific policies. The man-
agers responsible for the different elements of the control system are in close contact with each other
and with the Executive Board and report regularly to the Supervisory Board or its committees. The Group
also has a Group-wide risk management system that covers, and provides mandatory rules for, func-
tions, processes and responsibilities. Details on the internal control system and risk management at
Deutsche Börse Group can be found in the

combined management report on pages 93 f. and 144 ff.

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Executive and Supervisory Board working practices

The dual board principle, which assigns separate, independent responsibilities to the Executive Board
and the Supervisory Board, is a fundamental principle of the German Stock Corporation Act. These
responsibilities are set out in detail in the following sections.

Both boards perform their duties in the interests of the company and with the aim of achieving a
sustainable increase in value. Their actions are based on the principle of responsible corporate govern-
ance. Consequently, the Executive and Supervisory Boards of Deutsche Börse AG work closely together
on the basis of mutual trust: the Executive Board provides the Supervisory Board with regular, timely
and comprehensive information on the course of business. In addition, it regularly informs the Super-
visory Board of all issues concerning corporate planning, business development, the risk situation and
risk management, compliance, and the company’s control systems. The Chief Executive Officer reports
to the Supervisory Board without delay, verbally or in writing, on any matters that are of special impor-
tance to the company. The company’s strategic direction is discussed and coordinated in detail with
the Supervisory Board and its implementation is discussed at regular intervals. In particular, the chair-
men of the two Boards maintain regular contact and discuss the company’s strategy, business perform-
ance and risk management. Moreover, the Supervisory Board can request a report from the Executive
Board at any time, especially on matters relating to Deutsche Börse AG and on business transactions
at subsidiaries that could have a significant impact on the position of Deutsche Börse AG.

Executive Board of Deutsche Börse AG
The Executive Board manages Deutsche Börse AG and Deutsche Börse Group. The Board had five
members in the reporting period. Its duties include defining the Group’s corporate goals and strategic
direction, managing and monitoring the operating units, and establishing and monitoring an efficient
risk management system. The Executive Board is responsible for preparing the quarterly and half-yearly
financial reports as well as the consolidated and annual financial statements of Deutsche Börse AG.
In addition, its job is to ensure that legal requirements and official regulations are complied with.

The members of the Executive Board are jointly responsible for all aspects of management. Irrespective
of the collective responsibility of all members of the Executive Board, each member independently
manages and is personally responsible for the areas of the company assigned to them in the Board’s
schedule of responsibilities. In addition to the business areas, there are functional responsibilities;
apart from the office of the Chief Executive Officer, these comprise Finance (including Investor Relations),
Risk Management, Human Resources and Compliance. Business-related responsibilities refer to the
operating business areas, such as cash market activities and the derivatives business, securities settle-
ment and custody, information technology, and the market data business. Further details of the Execu-
tive Board’s work are set out in bylaws that the Supervisory Board has adopted for the Executive Board.
These bylaws specify, among other things, matters reserved for the full Executive Board, special mea-
sures that require the approval of the Supervisory Board, and other procedural details and procedures
for passing resolutions.

The Executive Board meets regularly for Executive Board meetings; these are convened by the Chief
Executive Officer, who coordinates the work of the Executive Board. Any Executive Board member can
demand that a meeting be convened. In accordance with its bylaws, the full Executive Board normally
takes decisions on the basis of resolutions passed by a simple majority of the members voting on the
resolution. If a vote is tied, the Chairman’s vote is decisive. The Chairman also has a veto, although he
cannot enforce a resolution against a majority vote.

The Executive Board can establish temporary Executive Board committees to implement audits or
reviews or prepare Executive Board resolutions and appoint advisory boards, although it did not make
use of this option in financial year 2014.

More information on the Executive Board, its composition, the members’ individual appointments and
their biographies can be viewed at

www.deutsche-boerse.com / execboard

Supervisory Board of Deutsche Börse AG
The Supervisory Board supervises and advises the Executive Board in the management of the company.
It supports it in significant business decisions and provides assistance in matters of strategic impor-
tance. The Supervisory Board has defined measures that require the approval of the Supervisory Board
in the bylaws for the Executive Board. In addition, the Supervisory Board is responsible for appointing
the members of the Executive Board, for specifying their total remuneration, and for examining the con-
solidated and annual financial statements of Deutsche Börse AG. Details of the Supervisory Board’s
work in the 2014 financial year can be found in the

report of the Supervisory Board.

Two-thirds of the Supervisory Board’s members are shareholder representatives and one-third are em-
ployee representatives. In accordance with the Articles of Association of Deutsche Börse AG, the Super-
visory Board has 18 members until the end of the Annual General Meeting on 13 May 2015. It will
then be reduced to twelve members. The term of office for the shareholder and employee represen-
tatives on the current Supervisory Board is identical. It lasts three years and ends with the Annual
General Meeting in 2015.

The Supervisory Board holds regular meetings in February, March, May, June, September and December.
In addition, extraordinary meetings are held as required. The committees also hold regular meetings.
The Supervisory Board passes its resolutions with a simple majority. In addition, it regularly reviews
the efficiency of its work, discusses potential areas for improvement and resolves suitable measures
to achieve this where necessary.

With regard to its composition, the Supervisory Board has resolved a list of requirements with concrete
goals. This defines basic qualifications, such as an understanding of business issues, basic knowledge
and understanding of the German corporate governance system, analytical and strategic abilities as

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well as integrity and suitability of character for the position. In addition, company-specific qualification
requirements have been set out on the basis of the business model, concrete objectives and specific
regulations applicable to Deutsche Börse Group. These include in particular:

■■ sound knowledge of exchanges and capital markets,
■■ accounting, finance, risk management and compliance,
■■ information technology and the clearing and settlement business,
■■ experience of regulatory requirements.

Moreover, the list of requirements resolved by the Supervisory Board contains specific targets for the
adequate representation of women and defines a sufficient number of independent Supervisory Board
members. Information on the profile for the composition of the Supervisory Board can be found in the

corporate governance report on page 67.

The committees of the Supervisory Board and their working practices
The Supervisory Board has established committees with the aim of improving the efficiency of its work
by dealing with complex matters in smaller groups and preparing them for the full Supervisory Board.
Additionally, the Supervisory Board has delegated individual decision-making powers to the committees,
to the extent that this is legally permissible. The committee meetings are convened by the chairman
of the committee concerned. The Supervisory Board had six committees in the year under review. Ad-
ditionally, in its meeting on 19 February 2014, the Supervisory Board resolved to establish the Interim
Risk Management Roadmap Committee for the period up to the end of the Annual General Meeting of
Deutsche Börse AG on 13 May 2015. Wherever necessary, the individual responsibilities and the rules
of procedure for adopting resolutions have been incorporated into the bylaws for the Supervisory Board.
The committees’ rules of procedure correspond to those of the full Supervisory Board. The tasks and
composition of the individual committees are summarised in
the table on the following pages. The
chairmen report to the plenary meeting about the subjects addressed in, and resolutions passed by,
the individual committee meetings. Information on the Supervisory Board’s concrete activities and meet-
ings in the reporting period can be found in the

report of the Supervisory Board on pages 53 to 56.

More information on the Supervisory Board and its committees, its composition, the members’ individ-
ual appointments and their biographies can be found at
Information on the treatment of potential conflicts of interest is given in the
Board on page 57.

www.deutsche-boerse.com / supervboard

report of the Supervisory

The committees of the Supervisory Board in the year under review:
Composition and responsibilities

Strategy Committee

Members

Composition

■■ Joachim Faber

(Chairman)

■■ Richard Berliand

■■ Chairman of the Supervisory Board as committee chairman

■■ At least five other members, who are elected by the Supervisory Board

■■ Karl-Heinz Floether

Responsibilities

■■ Hans-Peter Gabe

■■ Advises the Executive Board on matters of strategic importance to the company and its affiliated

■■ Heinz-Joachim Neubürger †

companies

(until 5 February 2015)

■■ Addresses basic strategic and business issues as well as important projects for Deutsche Börse Group

■■ Gerhard Roggemann

■■ Jutta Stuhlfauth

Audit Committee

Members

Composition

■■ Erhard Schipporeit

■■ At least four members, who are elected by the Supervisory Board

(Chairman)

■■ Karl-Heinz Floether

(since 13 February 2015)

■■ Prerequisites for the chairmanship of the committee: the person concerned must be independent and must
have specialist knowledge and experience of the application of accounting principles and internal control
processes (financial expert)

■■ Friedrich Merz

■■ Excluded from the chairmanship: the Chairman of the Supervisory Board, former members of the company’s

■■ Heinz-Joachim Neubürger †

(until 5 February 2015)

Executive Board whose appointment ended less than two years ago

■■ Johannes Witt

Responsibilities

■■ Discusses the annual budget and submits a recommendation for resolution to the Supervisory Board

■■ Addresses issues relating to accounting and financial reporting processes as well as the reporting

system

■■ Addresses issues relating to monitoring and control systems, in particular risk management including
risk strategy, compliance management, and the internal control and audit system, as well as their
appropriateness and effectiveness

■■ Examines the financial statement documents, including the auditors’ report on the consolidated and

annual financial statements as well as the half-yearly and quarterly financial reports

■■ Reports to the Supervisory Board on the examination of the annual and consolidated financial

statements, including the combined management report, and submits a recommendation for resolution

■■ Issues the engagement letter to the auditor, agrees the audit fee, determines the areas of emphasis for
the audit, obtains the statement of independence from the auditor, prepares the election of the auditor
by the Annual General Meeting

■■ Prepares the declaration of conformity with the German Corporate Governance Code and the corporate

governance declaration

Technology Committee

Members

■■ Craig Heimark

(Chairman)

Composition

■■ Normally four members, who are elected by the Supervisory Board

■■ Karl-Heinz Floether

Responsibilities

■■ David Krell

■■ Martin Ulrici

■■ Advises the Executive Board on all issues relating to developments in IT and the organisation of data

processing at Deutsche Börse AG and its affiliated companies

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Clearing and Settlement Committee

Members

Composition

■■ Richard Berliand

■■ Normally four members, who are elected by the Supervisory Board

(Chairman)

■■ Irmtraud Busch

■■ Monica Mächler

■■ Thomas Neiße

Responsibilities

■■ Advises the plenary meeting of the Supervisory Board in particular on the assessment of relevant
regulatory trends at national and European level and on evaluating the effects of these trends on
Deutsche Börse Group

Personnel Committee

Members

Composition

■■ Joachim Faber

(Chairman)

■■ Marion Fornoff

■■ Richard M. Hayden

■■ Chairman of the Supervisory Board as committee chairman

■■ At least three other members, who are elected by the Supervisory Board and of whom one must be

an employee representative

■■ Gerhard Roggemann

Responsibilities

■■ Handles issues relating to the contracts of service for Executive Board members and in particular

the structure and amount of their remuneration

■■ Addresses succession planning for the Executive Board

■■ Approves appointments of members of Deutsche Börse AG’s Executive Board to other executive boards,

supervisory boards, advisory boards and similar boards, honorary appointments and secondary
activities, as well as any exemptions from the requirement to obtain approval

■■ Approves the grant or revocation of general powers of attorney

■■ Approves cases in which the Executive Board grants retirement benefits for employees, or other

individually negotiated retirement benefits, or proposes to enter into works agreements establishing
pension plans

Nomination Committee

Members

Composition

■■ Joachim Faber

(Chairman)

■■ The Chairman of the Personnel Committee also chairs the Nomination Committee (dual role)

■■ At least two other members (exclusively shareholder representatives who are also members of

■■ Richard M. Hayden

the Personnel Committee)

■■ Gerhard Roggemann

Responsibilities

■■ Proposes suitable candidates to the Supervisory Board for inclusion in the Supervisory Board’s election

proposal to the Annual General Meeting

Interim Risk Management Roadmap Committee (from 19 February 2014 to 13 May 2015)

Members

Composition

■■ Erhard Schipporeit

■■ Chairman of the Audit Committee as committee chairman

(Chairman)

■■ Richard Berliand

■■ At least two other members of the Supervisory Board, who are elected by the Supervisory Board

■■ Joachim Faber

Responsibilities

■■ Karl-Heinz Floether

(since 13 February 2015)

The Committee is tasked with supervising the implementation of the Risk Management Roadmap and
in particular with monitoring the following issues:

■■ Craig Heimark

■■ Friedrich Merz

■■ Defining the best practice risk management processes to be implemented

■■ Defining the risk appetite

■■ Heinz-Joachim Neubürger †

■■ Risk governance

(until 5 February 2015)

■■ Johannes Witt

Corporate governance report

Corporate governance stands for responsible corporate management and con-
trol. Good corporate governance boosts the confidence of investors, business
partners, employees and the financial markets. It is therefore indispensable for
sustaining the company’s success.

Corporate governance and declaration of conformity

Deutsche Börse Group attaches great importance to the principles of responsible corporate governance
and control. In accordance with the requirements of the German Corporate Governance Code (GCGC),
it publishes the corporate governance report in connection with the corporate governance declaration
in accordance with section 289a of the Handelsgesetzbuch (HGB, German Commercial Code). The Ex-
ecutive Board and the Supervisory Board of Deutsche Börse AG submitted their annual declaration of
conformity in accordance with section 161 of the Aktiengesetz (AktG, German Stock Corporation Act)
on 9 December 2014. This is printed in the
corporate governance declaration and is publicly avail-
able on the company’s website at
www.deutsche-boerse.com / declconformity. The declarations of
conformity for the previous five years can also be accessed there.

The Executive Board and the Supervisory Board of Deutsche Börse AG have declared that the recom-
mendations of the “Government Commission on the German Corporate Governance Code” have almost
fully been complied with, with only one potential exception. The details can be found in the annual decla-
ration of conformity. The suggestions of the GCGC have been and continue to be complied with in full.

Corporate governance at Deutsche Börse Group

Women in management positions
Deutsche Börse AG set itself the goal of nominating at least one female member for the Executive Board
by 2015. This was already achieved with the appointment of Hauke Stars in 2012. As a result, women
accounted for 20 per cent of the Executive Board as at 31 December 2014. The plan is to continue
maintaining this proportion in the future, at least until 2017. In addition, Deutsche Börse Group aims
to increase the proportion of women in middle and upper management to 20 per cent and in lower
management to 30 per cent by 2020. As at 31 December 2014, women accounted for 12 per cent of
employees in middle and upper management positions at Deutsche Börse Group. Adequate representa-
tion of women continues to be taken into account in long-term succession planning. The Group has
established a number of programmes that are specifically designed to develop talented staff and thus
also to qualify women for management positions. Details of the development programmes that Deutsche
Börse Group runs for its employees can be found in the

“Group staff” chapter.

Flexible upper age limit for Executive Board members
The flexible upper age limit for Executive Board members means that appointments run until the end
of the month in which the Executive Board member concerned turns 60. From the month following the
one in which Executive Board members turn 60, they can be reappointed for a period of one year in
each case. However, the last appointment period should finish at the end of the month in which the Ex-
ecutive Board member turns 65. When appointing Executive Board members, the Supervisory Board
aims to optimise the Executive Board’s composition in the interests of the company. Experience, sector-
specific expertise, as well as personal and professional qualifications play an important role. Depending

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Corporate governance report

on the Executive Board post to be filled, it is not only the range and depth of specific experience that
matter, but also whether this experience is up to date. The flexible upper age limit is designed to
address this issue in particular. It has been worded deliberately loosely to allow the Supervisory Board
to retain full flexibility in its appointment decisions.

Qualifications profile of the Supervisory Board
The Supervisory Board has resolved a list of requirements setting out specific goals in accordance with
section 5.4.1 of the GCGC that relates to the composition of the Board and in particular to the nomina-
tion of members: members of the Supervisory Board should have the knowledge, skills and expertise
necessary to carry out the duties of a supervisory board member at an international company. To this
end, the Supervisory Board has defined general (basic) and company-specific qualification requirements.
The company-specific qualification requirements are derived from the business model, the company’s
concrete objectives and the specific regulations applicable to Deutsche Börse Group. All Supervisory
Board members should ideally demonstrate the basic qualifications; the company-specific qualifications
relate to the Supervisory Board as a whole. In addition, members should have enough time to perform
their duties. The current composition of the Supervisory Board is such that its members have the
collective knowledge, skills and specialist expertise needed to duly carry out their tasks and that the
Supervisory Board corresponds to the defined qualifications profile.

Qualification requirements for members of the Supervisory Board of Deutsche Börse AG

Basic qualification requirements:

■■ Understanding of business issues

Company-specific qualification requirements:

Sound knowledge of:

■■ Basic knowledge and understanding of the German corporate

■■ Exchange and capital market business models

governance system

■■ Analytical and strategic abilities

■■ Accounting, finance, risk management and compliance

■■ Information technology and the clearing and settlement

■■ Integrity and suitability of character for the position

business

■■ Regulatory requirements

Independence of the Supervisory Board
According to section 5.4.2 of the GCGC, a supervisory board member cannot be considered indepen-
dent in particular if he or she has personal or business relations with the company, its executive bodies,
a controlling shareholder, or an enterprise associated with a controlling shareholder which may cause
a substantial and not merely temporary conflict of interests. The Supervisory Board has resolved that at
least half of its shareholder representatives should be independent as defined above. All shareholder
representatives on the Supervisory Board were independent within the meaning of section 5.4.2 of the
German Corporate Governance Code during the reporting period.

Women on the Supervisory Board and international profile
Including the employee representatives, the Supervisory Board currently has 18 members (twelve share-
holder representatives and six employee representatives). Three of the employee representatives are
female, as is one of the shareholder representatives. The Supervisory Board adheres to its goal of increas-
ing the number of female shareholder representatives in the period up to 2015. The Supervisory Board
will be reduced from 18 members to twelve following the Annual General Meeting (AGM) in 2015 (eight
shareholder representatives and four employee representatives), and its aim is for at least two of the share-
holder representatives to be women. The Supervisory Board will continue to address the issue of the
proportion of women on the Supervisory Board, and will develop specific goals after its constitution in
May 2015. Moreover, the goal is for the Supervisory Board’s future composition to continue to reflect
the company’s international profile.

Flexible upper age limit for Supervisory Board members
The rules specifying a flexible upper age limit (generally 70) set out by the Supervisory Board in its
bylaws are taken into account when candidates are proposed to the AGM.

Preparation for the election of shareholder representatives to the Supervisory Board
The Supervisory Board’s Nomination Committee, which is responsible for suggesting suitable candi-
dates to the Supervisory Board for it to propose to the AGM, has been preparing in depth for the
election of shareholder representatives to the Supervisory Board to be held at the 2015 AGM. Due to
the reduction in the size of the Supervisory Board following this AGM, the Committee had proposed
eight candidates for election as shareholder representatives by a resolution dated 2 February 2015.
Seven of these were current members of the Supervisory Board. In selecting these candidates, the
Supervisory Board had not just ensured that each company-specific qualification requirement is met by
at least two of the candidates, it also took the length of the candidates’ membership on the Supervi-
sory Board into consideration in order to ensure balance between the different terms of office on the
Board. Due to Deutsche Börse Group’s strategic focus on Asia, the Nomination Committee also aimed
to strengthen the Supervisory Board’s Asian expertise. The Committee was supported by an external
consultant in selecting a new candidate with experience on the Asian market. The consultant initially
presented the Committee with a preliminary list of suitable individuals based on a jointly developed
requirements profile, from which the Committee then shortlisted five candidates. After a number of
face-to-face interviews, the Committee agreed on Amy Yip as a new candidate for the elections to the
Supervisory Board in 2015. Ms Yip has profound experience in the Asian financial services industry,
including management roles at the Hong Kong Monetary Authority and DBS Bank. She is currently a
member of the management at investment company RAYS Capital Partners in Hong Kong. In addition,
the selection of Ms Yip enables the Nomination Committee to pursue the Supervisory Board’s goal of
increasing the proportion of female Supervisory Board members. The sudden death of Mr Neubürger,
who was planned to be a candidate for the election of the Supervisory Board 2015, has induced the
Committee to reenter the nomination process. The Committee shall include Supervisory Board members
who are already in office as well as new candidates into its considerations. The list of candidates that
the Supervisory Board will propose to the 2015 AGM for election on the recommendation of the
Nomination Committee will ensure that the Supervisory Board’s members will continue to have the col-
lective knowledge, skills and specialist experience needed to duly carry out their tasks during the
Board’s new term of office, which begins at the end of the AGM. In addition, the Supervisory Board
will comply with the qualifications profile and will meet the requirements for independence, diversity
and the time needed for members to perform their duties.

Education and training measures for the Supervisory Board
As a matter of principle, members of the Supervisory Board are responsible for ensuring their own train-
ing and further education. In addition, Deutsche Börse AG complies with the recommendation in section
5.4.5 (2) of the GCGC to support the training and further education of Supervisory Board members. For
example, it offers specific introductory seminars for new Supervisory Board members, and holds work-
shops on selected strategic issues and, where necessary, specialist topics. Training sessions on corpo-
rate governance topics, accounting and the latest regulatory developments were held for Supervisory
Board members in the reporting period.

Efficiency audit for the Supervisory Board’s work
Deutsche Börse AG regards regular reviews of the efficiency of Supervisory Board work in accordance
with section 5.6 of the GCGC as a key component of good corporate governance. These reviews enable
it to improve processes and provide fresh impetus for focused work. The 2014 efficiency audit was
based on the recommendations for action developed in the 2013 efficiency audit. A particular focus
was put on reviewing the successful implementation of measures in the areas of the Board’s composition

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Corporate governance report

and organisation, information flows, meetings and performance of tasks. The review was largely positive.
The suggestions for improvement identified were discussed and steps were taken to implement them.

Transparent reporting

To ensure maximum transparency and equal access to information, corporate communications follow
the rule that all target groups receive all relevant information at the same time. In its financial calendar,
Deutsche Börse AG informs shareholders, analysts, shareholders’ associations, the media and interested
members of the public about key events such as the date of the Annual General Meeting or publication
dates for financial indicators. In addition to publishing ad hoc disclosures, information on directors’ deal-
ings and voting rights notifications, the website
www.deutsche-boerse.com can be used to access
the company’s corporate and interim reports and company news items. Deutsche Börse AG supplies
information about the annual and consolidated financial statements at a financials press conference.
Following the publication of the interim reports, the company offers conference calls for analysts and
investors. It also outlines its strategy and provides information to all interested parties while ensuring
that all target groups worldwide are informed at the same time. In addition, Deutsche Börse AG sub-
mitted a declaration of conformity with the German Sustainability Code (GSC) for 2014. The GSC is
a voluntary instrument that companies can use to ensure the transparency and comparability of their
sustainability performance for the public: companies abiding by the GSC use the 20 criteria and asso-
ciated performance indicators contained in the declarations of conformity to explain various aspects
of corporate governance, and ecological and social responsibility, and document them with figures.
Deutsche Börse’s declaration of conformity with the GSC can be found at
www.deutsche-boerse.com
> Corporate responsibility > Reporting > German Sustainability Code.

Accounting and auditing

In its corporate report, Deutsche Börse AG provides shareholders and interested members of the public
with detailed information on Deutsche Börse Group’s business performance in the year under review.
The company publishes further information in its half-yearly financial report and two quarterly financial
reports. The financial statement documents and the corporate report are published within 90 days of
the end of the financial year (31 December); interim reports are available within 45 days of the end of
the quarter or six-month period that they concern. Following preparations by the Audit Committee, the
consolidated and the annual financial statements are discussed and examined by the full Supervisory
Board and with the auditor before being approved. The Executive Board discusses the half-yearly report
and the quarterly reports for the first and third quarters with the Supervisory Board’s Audit Committee
before publication. The half-yearly report is reviewed by the auditor. In line with the proposal by the
Supervisory Board, the 2014 AGM elected KPMG AG Wirtschaftsprüfungsgesellschaft, Berlin, (KPMG)
to audit its 2014 annual and consolidated financial statements and to review its half-yearly financial
report in the year under review. The lead auditor, Karl Braun, has been responsible for the audit since
2011, the deputy lead auditor, Andreas Dielehner, since 2013. The Supervisory Board’s proposal was
based on the recommendation by the Audit Committee. The Audit Committee obtained the necessary
statement of independence from KPMG before the election. This states that there are no personal, busi-
ness, financial, or other relationships between the auditor, its governing bodies and audit managers on
the one hand, and the company and the members of its Executive and Supervisory Boards on the
other that could give cause to doubt the auditor’s independence. The Audit Committee monitored the
continued existence of this independence during the reporting period. The Committee also supervised
the financial reporting process in 2014. The Supervisory and Executive Boards were informed promptly
of its work and findings, there were no material findings. Information on audit services and fees is
provided in

note 6 of the notes to the consolidated financial statements.

Remuneration report

This remuneration report is a component of the combined management report.
The report reflects the requirements of the Handelsgesetzbuch (HGB, the
German Commercial Code) and the International Financial Reporting Standards
(IFRSs), respectively, as well as the German Accounting Standard (GAS) 17
“Reporting on the Remuneration of Members of Governing Bodies”. In addition,
the report corresponds to the requirements of the German Corporate Govern-
ance Code (GCGC).

Executive Board remuneration

Remuneration system and targets
The Executive Board remuneration is designed in a way that rewards sustainably successful and
responsible corporate governance. The remuneration system provides incentives based on multi-
year assessment periods and aims to prevent unjustifiable risks from being taken. The company’s
economic performance, stakeholder management, succession planning for management positions,
employee satisfaction as well as the value contribution made to the economy and society over the
medium and long term, are key components of the remuneration system within the target definition
and within the measurement of the achievement of the target criteria.

System of the Executive Board remuneration

Remuneration component

Performance period

Performance parameter

Variable cash component

Variable share component

Fixed remuneration

Net income
Deutsche Börse Group 2012 – 2014

Individual targets

Comparison of total share holder
return Deutsche Börse AG
share and STOXX ® Europe 600
Financials index

2012

2013

2014

2015

2016

Variable cash remuneration (range 0 – 200 per cent), pay-out spring 2015
Variable share remuneration (range 0 – 200 per cent), pay-out spring 2017
Fixed remuneration, pay-out in twelve equal payments in 2014

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Financial statements Notes

Remuneration report

The remuneration of the Executive Board is determined by the entire Supervisory Board. The Personnel
Committee is responsible for preparing the Supervisory Board’s decision. The Supervisory Board regu-
larly reviews the appropriateness of the Executive Board remuneration. In spring 2014, an appropriate-
ness review was conducted taking into account the ratio of the Executive Board compensation for the
remuneration of the senior management and the workforce as a whole as well as in the temporal devel-
opment. The remuneration system applies equally to all members of the Executive Board, and will also
apply to the new Chief Executive Officer, Carsten Kengeter, when he takes office in April 2015. The

“System of the Executive Board remuneration” chart outlines the Executive Board remuneration system.

Non-performance-related remuneration components
Non-performance-related remuneration consists of a monthly fixed basic remuneration as well as
ancillary contractual benefits.

Fixed remuneration
The members of the Executive Board receive a fixed basic salary in twelve monthly instalments.
The basic salary represents approximately 30 per cent of the total target remuneration for one year.
It is reviewed by the Supervisory Board on a regular basis, at least every two years.

Ancillary contractual benefits
In addition to the basic remuneration, the members of the Executive Board receive certain ancillary
contractual benefits. These include the provision of an appropriate company car for business and
personal use. Tax is payable by the Executive Board members on the pecuniary benefit arising from
private use. In addition, members of the Executive Board receive taxable contributions towards private
pensions. The company also takes out insurances for them, like an accident insurance and a D&O
insurance. The D&O insurance policy includes a deductible of 10 per cent of the damages arising from
the insured event, with the maximum deductible per year set by the Supervisory Board at 1.5 times
the fixed annual remuneration of the relevant Executive Board member.

Performance-related remuneration components
The performance-related remuneration represents approximately 70 per cent of the total target remunera-
tion for the year and consists of variable cash components that account for around 40 per cent and
variable share components that account for around 30 per cent. Starting in the year under review, the
reference periods for performance measurement are based on the past three years for the variable cash
component and on the next three years for the variable share component. Consequently, in the year
under review, the variable cash component was determined based on performance in 2012 to 2014
and the variable share component was based on the period from 2014 to 2016.

Variable cash component
The Supervisory Board establishes the 100 per cent target value of the variable cash component in
euros for every Executive Board member each year. Two parameters are used to measure the extent
to which targets have been met:

Achievement of the Group’s net income target: Two-thirds of the variable cash component are based
on meeting a specified net income target for the Group. This measure takes into account the Group’s
net income for the current financial year and the two preceding years. The degree to which the targets
have been achieved is defined for each of the three financial years, and can range from a lower limit
of 0 per cent to an upper limit of a maximum of 200 per cent. The average level of target achievement
is then used to calculate two-thirds of the variable cash component for the current financial year.
The Supervisory Board can take into account exceptional, one-off effects when determining the level
of target achievement.

Achievement of individual targets: One-third of the variable cash component is determined based on
the degree to which each member of the Executive Board has achieved their individual targets. The
individual targets are set in each case for the current financial year and include specific requirements
of particular importance for the individual management areas. Target achievement is determined after
the year has come to an end by the Supervisory Board for each Executive Board member. For the target
achievement for the individual targets and the total variable cash component a range from a lower limit
of 0 per cent and an upper limit of a maximum 200 per cent is defined.

Variable share component
The Supervisory Board establishes the 100 per cent target value for the variable share component for
each Executive Board member in euros. Based on this target value, a number of phantom Deutsche
Börse shares is calculated for each member of the Executive Board at the beginning of the financial
year. This is done by dividing the euro amount of the target share component by the average share
price (Xetra ® closing price) in the two calendar months before the target value is determined. An entitle-
ment to the variable stock bonus only arises at the end of the three-year performance period (vesting
period) and is settled fully in cash. The stock bonus is variable in two ways: the first variable is the
number of phantom Deutsche Börse shares, which depends on the relative performance of Deutsche
Börse’s total shareholder return (TSR) compared to the TSR of the STOXX ® Europe 600 Financials Index.
The second variable is the share price at the end of the period.

The number of shares calculated at the end of the vesting period is multiplied by the share price
applicable on that date (average price / Xetra closing price of Deutsche Börse’s shares in the preceding
two full calendar months).

Measurement of the target achievement for the
variable cash component

Measurement of the target achievement for the
variable stock bonus

Comparison of the net income target with the
actual net income

Comparison of Deutsche Börse AG’s total share holder return
with that of STOXX ® 600 Financials (peer group)

Degree of target achievement (%)

Target achievement (%)1)

200

175

150

125

100

200

175

150

125

100

Actual net income

Net income target (€)

–75

–50

–25

100

125

TSR outperformance compared
with peer group (in %)

1) Cap at 200 per cent

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Remuneration report

If the average performance of Deutsche Börse AG’s TSR in the vesting period moves parallel to the
average TSR of the benchmark index, the number of phantom shares remains unchanged at the end
of this period. If the TSR of Deutsche Börse AG is 50 per cent or less than the index’s TSR, the num-
ber of phantom shares falls to nil. If the TSR of Deutsche Börse AG is at least twice the index’s TSR,
the number of phantom shares doubles. Concerning the variable share component, a double cap exists.
Firstly, the performance of the allocated phantom shares is restricted to a maximum of 200 per cent,
at the ratio of Deutsche Börse AG’s TSR to the TSR of the peer group. Secondly, the Supervisory Board
settled a maximum of 250 per cent of the original target value as the upper limit for the cash payment
of the variable share component.

2014 expense for share-based payments

(2011 tranche)

Reto Francioni

Andreas Preuss

Gregor Pottmeyer

Hauke Stars

Jeffrey Tessler

Total

2014 expense for share-based payments

(2012 to 2014 tranches)

Reto Francioni

Andreas Preuss

Gregor Pottmeyer

Hauke Stars

Jeffrey Tessler

Total

Expense recognised
(2011 tranche)
€ thous.

Carrying amount as at
the balance sheet date
(2011 tranche)
€ thous.

–54.6

–45.3

–30.2

–35.8

–165.9

Expense recognised
(2012 to 2014 tranches)
€ thous.

Carrying amount as at
the balance sheet date
(2012 to 2014 tranches)
€ thous.

1,481.5

745.9

587.5

342.8

591.4

3,749.1

2,482.4

1,576.2

1,194.0

558.2

1,247.5

7,058.3

2014 total expense for share-based payments

(Prior-year figures in brackets)

Reto Francioni

Andreas Preuss

Gregor Pottmeyer

Hauke Stars

Jeffrey Tessler

Total 1)

Expense recognised
(total)
€ thous.

Carrying amount as at
the balance sheet date
(total)
€ thous.

1,426.9
(1,399.1)

700.6
(1,160.7)

557.3
(826.7)

342.8
(204.7)

555.6
(917.3)

3,583.2
(4,508.5)

2,482.4
(1,969.6)

1,576.2
(1,634.0)

1,194.0
(1,142.3)

558.2
(215.5)

1,247.5
(1,291.2)

7,058.3
(6,252.6)

1) Prior-year figures were adjusted due to the resignation of Mr Gerstenschläger and Mr Kuhn; thus, they do not match the figures published in the previous year.

A modified Black-Scholes option pricing model (Merton model) was used to measure the stock options
arising from the variable share component. It is based on the following valuation parameters:

Valuation parameters

(2012 to 2014 tranches)

Term

Risk-free interest rate

Volatility

Deutsche Börse share price 1)

Dividend yield

Fair value

Relative total shareholder return

Share component
2014

Share component
2013

Share component
2012

€

3 years

–0.10

19.65

59.22

3.55

54.74

3.22

2 years

–0.10

19.90

59.22

3.55

57.02

4.41

1 year

–0.14

27.83

59.22

3.55

59.04

–4.55

1) Share price as at 31 December 2014 (Xetra ® closing price)

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Financial statements Notes

Remuneration report

Number of phantom shares 2014

Reto Francioni

Andreas Preuss

Gregor Pottmeyer

Hauke Stars

Jeffrey Tessler

Tranche 2014
Tranche 2013
Tranche 2012

Total 2012 to 2014 tranches

Tranche 2014
Tranche 2013
Tranche 2012

Total 2012 to 2014 tranches

Tranche 2014
Tranche 2013
Tranche 2012

Total 2012 to 2014 tranches

Tranche 2014
Tranche 2013
Tranche 2012

Total 2012 to 2014 tranches

Tranche 2014
Tranche 2013
Tranche 2012

Total 2012 to 2014 tranches

Number of
phantom shares
on the
grant date

Adjustments of
number of phantom
shares since
the grant date 1)

Number of
phantom shares
as at
31 Dec 2014

17,519
17,597
18,204

14,391
14,598
15,101

12,045
12,584
10,068

9,669
9,753
935

11,512
11,536
11,934

565
777
–1,035

464
644
–859

388
555
–572

312
431
–53

371
509
–679

18,084
18,374
17,169

53,627

14,855
15,242
14,242

44,339

12,433
13,139
9,496

35,068

9,981
10,184
882

21,047

11,883
12,045
11,255

35,183

Total of 2012 to 2014 tranches

189,264

1) The adjustments to and number of phantom shares on the balance sheet date are based on the result of the performance comparison since the grant date

( total shareholder return comparison with peer group) and are indicative for 2014. The number may change as a result of the performance comparison based
on the total shareholder return in 2014 and 2015.

Amount of Executive Board remuneration
The following tables (“Granted contributions” and “Inflows”) show the remuneration awarded to each
Executive Board member for financial years 2014 and 2013 in accordance with no. 4.2.5 (3) of the
German Corporate Governance Code. The information according to section 314 of the HGB previously
presented in the “Total Executive Board remuneration” table is now outlined in the

“Inflows” table.

Granted contributions

Fixed remuneration

Ancillary benefits

Total

One-year variable remuneration (individual targets)

Multi-year variable remuneration

thereof variable cash component (consolidated net income target)

thereof variable share component (SBP)

Total

Service cost

Total remuneration

Reto Francioni
CEO

Andreas Preuss

Deputy CEO

Gregor Pottmeyer

2014
€ thous.

2014
(min)
€ thous.

2014
(max)
€ thous.

2013
€ thous.

1,100.0

29.6

21.3

1,129.6

1,121.3

503.7

1,007.3

503.7

2,042.1

1,007.3

1,034.8

0 4,601.6 1,846.3

2,014.6

1,007.3

2,587.0

839.0

2014

(min)

2014

(max)

2013

2014

(min)

204

(max)

2013

€ thous.

800.0

650.0

30.9

29.1

27.8

26.0

830.9

829.1

677.8

676.0

418.0

1,686.1

836.0

850.1

836.0

418.0

278.7

557.4

278.7

3,797.3

1,532.0

1,268.8

0 2,893.4

1,157.3

1,672.0

836.0

2,125.3

696.0

557.3

711.5

1,114.6

557.3

0 1,778.8

600.0

3,675.4

1,129.6

6,738.5

3,471.3

2,935.0

830.9

5,464.2

2,779.1

2,225.3

677.8

4,128.5

2,112.0

0 1,248.3

843.8

837.2

292.7

295.0

3,675.4

1,129.6

6,738.5

4,719.6

3,778.8

1,674.7

6,308.0

3,616.3

2,518.0

970.5

4,421.2

2,407.0

Hauke Stars

Jeffrey Tessler

Fixed remuneration

Ancillary benefits

Total

One-year variable remuneration (individual targets)

Multi-year variable remuneration

thereof variable cash component (consolidated net income target)

thereof variable share component (SBP)

Total

Service cost

Total remuneration

2014
€ thous.

2014
(min)
€ thous.

2014
(max)
€ thous.

2013
€ thous.

580.0

25.5

51.1

605.5

631.1

278.3

1,127.8

556.7

571.1

556.6

278.3

2,541.2

1,021.7

1,113.4

556.7

1,427.8

465.0

2,011.6

605.5

3,703.3

1,931.1

202.2

207.0

2,213.8

807.7

3,905.5

2,138.1

2014

(min)

2014

(max)

2013

€ thous.

761.6

747.6

72.6

32.0

834.2

779.6

330.0

1,340.0

660.0

680.0

660.0

330.0

0 3,020.0

1,210.0

0 1,320.0

660.0

0 1,700.0

550.0

2,504.2

834.2

4,514.2

2,319.6

2,504.2

834.2

4,514.2

2,319.6

Deutsche Börse Group corporate report 2014

Services

2014

Responsibility

Governance Management report

Financial statements Notes

Remuneration report

Granted contributions

Fixed remuneration

Ancillary benefits

Total

Service cost

Total remuneration

One-year variable remuneration (individual targets)

Multi-year variable remuneration

thereof variable cash component (consolidated net income target)

thereof variable share component (SBP)

Fixed remuneration

Ancillary benefits

Total

Service cost

Total remuneration

One-year variable remuneration (individual targets)

Multi-year variable remuneration

thereof variable cash component (consolidated net income target)

thereof variable share component (SBP)

2014

(min)

2014

(max)

2013

€ thous.

1,100.0

29.6

21.3

1,129.6

1,121.3

503.7

1,007.3

503.7

2,042.1

1,007.3

1,034.8

0 4,601.6 1,846.3

2,014.6

1,007.3

2,587.0

839.0

2014

(min)

2014

(max)

2013

€ thous.

580.0

25.5

51.1

605.5

631.1

278.3

1,127.8

556.7

571.1

556.6

278.3

2,541.2

1,021.7

1,113.4

556.7

1,427.8

465.0

2,011.6

605.5

3,703.3

1,931.1

202.2

207.0

2,213.8

807.7

3,905.5

2,138.1

Reto Francioni

CEO

Andreas Preuss
Deputy CEO

Gregor Pottmeyer

2014
€ thous.

2014
(min)
€ thous.

2014
(max)
€ thous.

2013
€ thous.

2014
€ thous.

2014
(min)
€ thous.

204
(max)
€ thous.

2013
€ thous.

800.0

650.0

30.9

29.1

27.8

26.0

830.9

829.1

677.8

676.0

418.0

1,686.1

836.0

850.1

836.0

418.0

278.7

557.4

278.7

3,797.3

1,532.0

1,268.8

0 2,893.4

1,157.3

1,672.0

836.0

2,125.3

696.0

557.3

711.5

1,114.6

557.3

0 1,778.8

600.0

3,675.4

1,129.6

6,738.5

3,471.3

2,935.0

830.9

5,464.2

2,779.1

2,225.3

677.8

4,128.5

2,112.0

0 1,248.3

843.8

837.2

292.7

295.0

3,675.4

1,129.6

6,738.5

4,719.6

3,778.8

1,674.7

6,308.0

3,616.3

2,518.0

970.5

4,421.2

2,407.0

Hauke Stars

Jeffrey Tessler

2014
€ thous.

2014
(min)
€ thous.

2014
(max)
€ thous.

2013
€ thous.

761.6

747.6

72.6

32.0

834.2

779.6

330.0

1,340.0

660.0

680.0

660.0

330.0

0 3,020.0

1,210.0

0 1,320.0

660.0

0 1,700.0

550.0

2,504.2

834.2

4,514.2

2,319.6

2,504.2

834.2

4,514.2

2,319.6

Inflows

Fixed remuneration

Ancillary benefits 4)

Total

Reto Francioni
CEO

Andreas Preuss
Deputy CEO 1)

2014
€ thous.

2013
€ thous.

2014
€ thous.

2013
€ thous.

1,100.0

800.0

29.6

21.3

30.9

29.1

1,129.6

1,121.3

830.9

829.1

Gregor Pottmeyer

Hauke Stars

Jeffrey Tessler 2)

Total 3)

2014

2013

2014

2013

2014

2013

2014

2013

€ thous.

650.0

580.0

761.6

747.6

3,891.6

3,877.6

27.8

26.0

25.5

51.1

72.6

32.0

186.4

159.5

677.8

676.0

605.5

631.1

834.2

779.6

4,078.0

4,037.1

One-year variable remuneration (individual targets)

Multi-year variable remuneration

538.4

535.6

439.8

451.4

1,990.9

1,912.1

1,638.1

1,600.6

288.6

291.7

317.6

289.5

347.2

350.9

1,931.6

1,919.1

1,082.7

1,048.4

635.2

578.9

1,293.8

1,253.1

6,640.7

6,393.1

thereof variable cash component (consolidated net income target)

1,076.7

1,071.1

879.7

902.9

577.1

583.3

635.2

578.9

694.5

701.8

3,863.2

3,838.0

thereof variable share component (SBP 2010 / 2011)

Total

914.2

841.0

758.4

697.7

3,658.9

3,569.0

2,908.8

2,881.1

505.6

465.1

599.3

551.3

2,777.5

2,555.1

2,049.1

2,016.1

1,558.3

1,499.5

2,475.2

2,383.6 12,650.3 12,349.3

Service cost

Total remuneration (GCGC)

SBP for the remuneration year 5)

less variable share component

less service cost

1,248.3

843.8

837.2

292.7

295.0

202.2

207.1

1,338.7

2,587.6

3,658.9

4,817.3

3,752.6

3,718.3

2,341.8

2,311.1

1,760.5

1,706.6

2,475.2

2,383.6 13,989.0 14,936.9

1,034.8

839.0

850.1

696.0

–914.2

–841.0

–758.4

–697.7

0 –1,248.3

–843.8

–837.2

711.5

600.0

571.1

465.0

680.0

550.0

3,847.5

3,150.0

–505.6

–465.1

–599.3

–551.3

–2,777.5 –2,555.1

–292.7

–295.0

–202.2

–207.1

0 –1,338.7

–2,587.6

Total remuneration (section 314 of the HGB)

3,779.5 3,567.0 3,000.5 2,879.4

2,255.0

2,151.0

2,129.4

1,964.5

2,555.9

2,382.3 13,720.3 12,944.2

Number of phantom shares 6)

17,519

17,597

14,391

14,598

12,045

12,584

9,669

9,753

11,512

11,536

65,136

66,068

1) Deutsche Börse AG contributes €1,019.7 thousand (2013: €228.0 thousand) to total remuneration for Andreas Preuss. This amount is composed as follows:
non-performance related remuneration: €64.0 thousand (2013: €64.0 thousand), other remuneration from ancillary contractual benefits: nil (2013: nil),
variable cash component: €105.6 thousand (2013: €108.3 thousand), number of phantom shares: 14,391 (2013: 1,168), their amount at the grant date:
€850.1 thousand (2013: €55.7 thousand)

2) Deutsche Börse AG does not contribute to total remuneration for Jeffrey Tessler. Clearstream International S.A. pays out 100 per cent of the remuneration.
3) Prior-year figures were adjusted due to the resignation of Mr Gerstenschläger and Mr Kuhn; thus, they do not match the figures published in the previous year.
4) Ancillary benefits (other remuneration) comprise salary components such as taxable contributions towards private pensions, taxable lump-sum telephone

allowances / living expenses, and company car arrangements.

5) Corresponds to the 100 per cent target value for the 2014 phantom stock bonus. The variable share component under the 2014 to 2016 performance

assessment will be paid out in 2017.

6) The number of stock options at the 2014 grant date is calculated by dividing the target for the stock bonus by the average share price (Xetra ® closing price)
of Deutsche Börse shares in the calendar months January and February 2014 (€59.07). The number of phantom shares is indicative and may change as
a result of the performance comparison based on total shareholder return.

Deutsche Börse Group corporate report 2014Shares

Services

2014

Responsibility

Governance Management report

Financial statements Notes

Remuneration report

Inflows

Fixed remuneration

Ancillary benefits 4)

Total

Service cost

Total remuneration (GCGC)

SBP for the remuneration year 5)

less variable share component

less service cost

Reto Francioni

Andreas Preuss

CEO

Deputy CEO 1)

2014

2013

2014

2013

€ thous.

1,100.0

800.0

29.6

21.3

30.9

29.1

1,129.6

1,121.3

830.9

829.1

Gregor Pottmeyer

Hauke Stars

Jeffrey Tessler 2)

Total 3)

2014
€ thous.

2013
€ thous.

2014
€ thous.

2013
€ thous.

2014
€ thous.

2013
€ thous.

2014
€ thous.

2013
€ thous.

650.0

580.0

761.6

747.6

3,891.6

3,877.6

27.8

26.0

25.5

51.1

72.6

32.0

186.4

159.5

677.8

676.0

605.5

631.1

834.2

779.6

4,078.0

4,037.1

One-year variable remuneration (individual targets)

Multi-year variable remuneration

538.4

535.6

439.8

451.4

1,990.9

1,912.1

1,638.1

1,600.6

288.6

291.7

317.6

289.5

347.2

350.9

1,931.6

1,919.1

1,082.7

1,048.4

635.2

578.9

1,293.8

1,253.1

6,640.7

6,393.1

thereof variable cash component (consolidated net income target)

1,076.7

1,071.1

879.7

902.9

577.1

583.3

635.2

578.9

694.5

701.8

3,863.2

3,838.0

thereof variable share component (SBP 2010 / 2011)

Total

914.2

841.0

758.4

697.7

3,658.9

3,569.0

2,908.8

2,881.1

505.6

465.1

599.3

551.3

2,777.5

2,555.1

2,049.1

2,016.1

1,558.3

1,499.5

2,475.2

2,383.6 12,650.3 12,349.3

1,248.3

843.8

837.2

292.7

295.0

202.2

207.1

1,338.7

2,587.6

3,658.9

4,817.3

3,752.6

3,718.3

2,341.8

2,311.1

1,760.5

1,706.6

2,475.2

2,383.6 13,989.0 14,936.9

1,034.8

839.0

850.1

696.0

–914.2

–841.0

–758.4

–697.7

0 –1,248.3

–843.8

–837.2

711.5

600.0

571.1

465.0

680.0

550.0

3,847.5

3,150.0

–505.6

–465.1

–599.3

–551.3

–2,777.5 –2,555.1

–292.7

–295.0

–202.2

–207.1

0 –1,338.7

–2,587.6

Total remuneration (section 314 of the HGB)

3,779.5 3,567.0 3,000.5 2,879.4

2,255.0

2,151.0

2,129.4

1,964.5

2,555.9

2,382.3 13,720.3 12,944.2

Number of phantom shares 6)

17,519

17,597

14,391

14,598

12,045

12,584

9,669

9,753

11,512

11,536

65,136

66,068

1) Deutsche Börse AG contributes €1,019.7 thousand (2013: €228.0 thousand) to total remuneration for Andreas Preuss. This amount is composed as follows:

non-performance related remuneration: €64.0 thousand (2013: €64.0 thousand), other remuneration from ancillary contractual benefits: nil (2013: nil),

variable cash component: €105.6 thousand (2013: €108.3 thousand), number of phantom shares: 14,391 (2013: 1,168), their amount at the grant date:

€850.1 thousand (2013: €55.7 thousand)

2) Deutsche Börse AG does not contribute to total remuneration for Jeffrey Tessler. Clearstream International S.A. pays out 100 per cent of the remuneration.

3) Prior-year figures were adjusted due to the resignation of Mr Gerstenschläger and Mr Kuhn; thus, they do not match the figures published in the previous year.

4) Ancillary benefits (other remuneration) comprise salary components such as taxable contributions towards private pensions, taxable lump-sum telephone

5) Corresponds to the 100 per cent target value for the 2014 phantom stock bonus. The variable share component under the 2014 to 2016 performance

allowances / living expenses, and company car arrangements.

assessment will be paid out in 2017.

6) The number of stock options at the 2014 grant date is calculated by dividing the target for the stock bonus by the average share price (Xetra ® closing price)

of Deutsche Börse shares in the calendar months January and February 2014 (€59.07). The number of phantom shares is indicative and may change as

a result of the performance comparison based on total shareholder return.

Termination benefits for members of the Executive Board
An amicable agreement was reached with long-serving Chief Executive Officer Mr Francioni concerning
the termination of his appointment and contract of service as at 31 May 2015. As is the case for all
members of the Executive Board, Mr Francioni’s contract contains provisions on determining severance
payment caps in line with the GCGC. In the event of early termination of an Executive Board member’s
contract other than for good cause, the severance payment may not exceed the remuneration for the
residual term of the contract of service, nor may it exceed the value of two total annual remuneration
payments.

When he leaves the Executive Board at the end of May 2015, Mr Francioni will receive a severance pay-
ment as compensation for the loss of remuneration over the original residual term of his contract of
service (1 June 2015 to 31 October 2016). The severance payment consists of the following amounts:

■■ €2,874.3 thousand, comprising fixed annual remuneration (€1,558.3 thousand), lost non-monetary

ancillary benefits (€100.0 thousand) and lost stock bonuses (€1,216.0 thousand)

■■ €903.0 thousand for the lost 2015 cash bonus. The final amount of the payment will be calculated
once the level of target achievement for the variable cash bonuses in financial years 2013 and 2014
has been determined. A target achievement level of 100 per cent is taken as the basis for financial
year 2015.

■■ €1,323.5 thousand for the lost 2016 cash bonus. The final amount of the payment will be calculated

once the level of target achievement for the variable cash bonus in financial year 2014 has been
determined. A target achievement level of 100 per cent is taken as the basis for financial years 2015
and 2016.

Mr Francioni is subject to a post-contractual non-compete clause until 31 October 2016, when his
appointment was originally due to end. This prohibits him from providing services to or for a competing
company. The severance payment constitutes compensation for the post-contractual non-compete clause.

The contractually agreed benefits under the contract of service will remain in place until Mr Francioni
leaves the Executive Board as at 31 May 2015.

Retirement benefits
Mr Francioni, Mr Pottmeyer and Mr Tessler are entitled to pension benefits after reaching the age of 60,
Ms Stars after reaching the age of 62, and Mr Preuss after reaching the age of 63, provided that they
are no longer in the employment of Deutsche Börse AG in each case at that time. There are two diffe-
rent retirement benefit systems for Deutsche Börse AG Executive Board members: Executive Board
members who were appointed for the first time before 1 January 2009 receive a defined benefit pen-
sion. Executive Board members who were appointed for the first time after that date receive a defined
contribution pension. The pensionable income and the present value of the existing pension commit-
ments as at 31 December 2014 are presented in the

table on page 81.

Like his fellow Executive Board members, Mr Tessler is entitled to pension payments which are secured
by a trust agreement. This may result in tax risks for Mr Tessler which Clearstream International S.A.
balances on a case-by-case basis. As the trust assets are held under German jurisdiction, but the
pension commitments are governed by Luxembourg law and Mr Tessler is a US citizen, he risks incurring
an additional tax burden. In order to minimise this risk for Mr Tessler, the Supervisory Board decided
that his pension commitments may be secured by transferring the trust assets to a pension plan or fund
domiciled in Luxembourg. In case of a transfer, management costs will amount to up to €10 thousand
per year. Furthermore, Mr Tessler will receive compensation of up to €800 thousand if a tax is incurred
upon payment of his pension.

Deutsche Börse Group corporate report 2014Shares

Services

2014

Responsibility

Governance Management report

Financial statements Notes

Remuneration report

Retirement benefits

Pensionable
income 1)

Replacement rate

Present value / defined benefit
obligation

Pension expense

2014
€ thous.

as at
31 Dec 2014
%

as at
31 Dec 2013
%

as at
31 Dec 2014
€ thous.

as at
31 Dec 2013
€ thous.

2014
€ thous.

2013
€ thous.

Defined benefit
system

Reto Francioni

Andreas Preuss

Jeffrey Tessler 4)

Total

Defined contribution
system

Gregor Pottmeyer

Hauke Stars

Total

1,000.0

600.0

577.8

2,177.8

500.0

1,000.0

40.0

50.0

40.0

8,309.6 2)

12,148.2

0 3)

1,248.3

8,989.0

5,913.4

6,712.8

5,221.9

843.8

837.2

23,212.0

24,082.9

843.8

2,085.5

48.0

36.0

48.0

36.0

1,724.9

1,368.8

437.4

225.8

2,162.3

1,594.6

292.7

202.2

494.9

295.0

207.1

502.1

1) Since 2010, pensionable income is no longer based on fixed remuneration, but is reviewed and determined by the Supervisory Board.
2) The decrease in the present value of the defined benefit obligation is due to the decision made by the beneficiary in financial year 2014 to receive the

lump-sum benefit in five yearly instalments.

3) On commencement of the current appointment, Mr Francioni acquired a pension right amounting to 40 per cent of his pensionable income. Further years
of service until the agreed start of retirement will not lead to an increase in the pension. As service cost completely mirrored the expense arising from the
pension increase already in 2013, there are no expenses for financial year 2014.

4) Deutsche Börse AG does not contribute to total remuneration for Jeffrey Tessler. Clearstream International S.A. pays out 100 per cent of the remuneration.

Defined benefit retirement benefit system
After reaching the contractually agreed retirement age, members of the Executive Board to whom the
defined benefit retirement benefit system is applicable receive a specified percentage (replacement rate)
of their individual pensionable income as a pension. This is subject to the Executive Board member in
question having served on the Executive Board for at least three years and having been reappointed at
least once. Pensionable income is determined and regularly reviewed by the Supervisory Board. When
the term of office began, the replacement rate was 30 per cent. It rose by 5 percentage points with each
reappointment, up to a maximum of 50 per cent. The provisions of the defined benefit retirement bene-
fit system apply to Mr Francioni, Mr Preuss and Mr Tessler.

Defined contribution retirement benefit system
For Executive Board members to whom the defined contribution retirement benefit system applies, the
company makes a contribution in the form of a capital component in each calendar year they serve on
the Executive Board. This contribution is determined by applying an individual replacement rate to the
pensionable income. As in the defined benefit retirement benefit system, the pensionable income is
determined and regularly reviewed by the Supervisory Board. The annual capital components calculated
in this way bear annual interest of 3 per cent. The provisions of the defined contribution retirement bene-
fit system apply to Mr Pottmeyer and Ms Stars.

Early retirement pension
Members of the Executive Board who have a defined benefit pension are entitled to an early retirement
pension if the company does not extend their contract, unless the reason for this is attributable to the
Executive Board member or would justify termination without notice of the Executive Board member’s
contract. The amount of the early retirement pension is calculated in the same way as the retirement
benefits by applying the relevant replacement rate to the pensionable income. Again, this is subject to
the Executive Board member having served on the Executive Board for at least three years and having
been reappointed at least once. Members of the Executive Board who have a defined contribution pen-
sion are not eligible for early retirement benefits.

Death and permanent occupational incapacity benefits
In the event of the permanent occupational incapacity of a member of Deutsche Börse AG’s Executive
Board, the company is entitled to retire the Executive Board member in question. Permanent occupa-
tional incapacity exists if an Executive Board member is unable to perform his or her professional
activities for more than six months and it is not expected that his or her occupational capacity will be
regained within a further six months. In such cases, Executive Board members who have a defined
benefit pension plan receive the amount calculated by applying the relevant replacement rate to the
pensionable income. Executive Board members with a defined contribution pension plan receive the
benefit assets acquired when the benefits fall due, plus an allocated amount. The allocated amount
corresponds to the full annual pension contribution that would have been due in the year of leaving
service multiplied by the number of years between the benefits falling due and the Executive Board
member reaching the age of 60 or 62.

In the event of the death of an Executive Board member, his or her spouse receives 60 per cent of the
above amount and each dependent child receives 10 per cent (25 per cent for full orphans), up to a
maximum of 100 per cent of the pension contribution.

Transitional payments
In the event of permanent occupational incapacity, the agreements under the defined benefit retirement
benefit system for Deutsche Börse AG’s Executive Board provide for a transitional payment in addition
to the benefits described above. The amount of this payment corresponds to the amount of the target
variable remuneration (cash and stock bonuses) in the year in which the benefits fall due. It is paid out
in two tranches in the two subsequent years. In the case of the death of an Executive Board member,
his or her spouse receives 60 per cent of the transitional payment.

Severance payments
In the event of early termination of an Executive Board member’s contract of service other than for good
cause, any payments made to the Executive Board member may not exceed the remuneration for the
residual term of the contract of service and may also not exceed the value of two total annual remuneration
payments (severance payment cap). The payment is calculated based on the total remuneration in the
past financial year and, where appropriate, the expected total remuneration for the current financial
year. The Supervisory Board may exceed the upper limit in exceptional, justified cases.

Change of control
If an Executive Board member is asked to stand down within six months of a change of control, he or
she is entitled to a severance payment equal to two total annual remuneration payments or the value
of the residual term of his or her contract of service, where this is less than two years. This entitlement
may be increased to 150 per cent of the severance payment. If an Executive Board member resigns
within six months of the change of control because his or her position as a member of the Executive
Board is significantly negatively impacted as a result of the change of control, the Supervisory Board
may decide at its discretion whether to grant a severance payment of the above-mentioned amount.

Deutsche Börse Group corporate report 2014Shares

Services

2014

Responsibility

Governance Management report

Financial statements Notes

Remuneration report

Other provisions
Post-contractual non-compete clause
A post-contractual non-compete clause applies to members of the Executive Board of Deutsche Börse AG
who were appointed or reappointed to the Board on or after 1 October 2014. This means that the
respective members of the Executive Board are contractually prohibited from acting for a competing
company or undertaking competing activities for a period of one year from the end of the employment
relationship. The compensation payable during the non-compete period amounts to 75 per cent of the
member’s final fixed remuneration and 75 per cent of the final cash bonus, and is payable for the term
of the post-contractual non-compete clause. Benefits under the pension agreement are deducted from
the compensation. In addition, 50 per cent of other benefits are deducted if the other benefits plus the
compensation exceed the final remuneration. The company may waive the post-contractual non-compete
clause before termination of the contract of service.

Secondary employment
Additional appointments or sideline activities entered into by individual members of the Executive Board
require the approval of the entire Executive Board and the Chairman of the Supervisory Board or, in
certain cases, the entire Supervisory Board, which has delegated granting such approval to the Personnel
Committee. If a member of the Executive Board is remunerated for an office performed at an affiliate
of Deutsche Börse AG, this is offset against the Executive Board member’s entitlement to remuneration
from Deutsche Börse AG.

Loans to Executive Board members
The company did not grant any advances or loans to members of the Executive Board in financial year
2014, and there are no loans or advances from previous years to members of the Executive Board.

Payments to former members of the Executive Board
Former members of the Executive Board or their surviving dependents received payments of €2.2 mil-
lion in the year under review (2013: €1.9 million). The actuarial present value of the pension obligations
as at the balance sheet date was €64.5 million in the year under review (2013: €54.0 million).

Supervisory Board remuneration

The members of the Supervisory Board receive a fixed annual remuneration of €70 thousand. The Chair-
man receives remuneration of €170 thousand and the Deputy Chairman receives €105 thousand. Mem-
bers of Supervisory Board committees receive additional fixed annual remuneration of €30 thousand
for each committee position they hold. This amount rises to €35 thousand for members of the Audit
Committee. The committee chairmen’s remuneration is €40 thousand, or €60 thousand for the Chair-
man of the Audit Committee. If a Supervisory Board member belongs to several Supervisory Board
committees, only the work in a maximum of two committees is remunerated. The remuneration for the
work in the two most highly remunerated committees is awarded. Supervisory Board members who
only belong to the Supervisory Board for part of the financial year, receive one-twelfth of the fixed annual
remuneration and, if applicable, of the remuneration for their committee membership for each month
or part month of membership.

Remuneration paid to members of the Supervisory Board for advisory and agency services
There were no further agreements in the reporting period for advisory and agency services with mem-
bers of the Supervisory Board or with companies that employ members of the Supervisory Board of
Deutsche Börse AG or in which Supervisory Board members hold an interest.

t
r
o
p
e
r

t
n
e
m
e
g
a
n
a
M

Supervisory Board remuneration 1)

Joachim Faber (Chairman)

Gerhard Roggemann (Deputy Chairman)

Richard Berliand

Irmtraud Busch

Karl-Heinz Floether

Marion Fornoff

Hans-Peter Gabe

Richard M. Hayden

Craig Heimark

David Krell

Monica Mächler

Friedrich Merz

Thomas Neiße

Heinz-Joachim Neubürger †

Erhard Schipporeit

Jutta Stuhlfauth

Martin Ulrici

Johannes Witt

Total

1) The recipient of the remuneration is determined individually by the members of the Supervisory Board.

2014
€ thous.

2013
€ thous.

250.0

165.0

140.0

100.0

130.0

100.0

130.0

137.5

100.0

132.5

100.0

135.0

166.7

100.0

132.5

250.0

165.0

140.0

100.0

130.0

100.0

110.0

100.0

105.0

100.0

135.0

130.0

100.0

105.0

2,319.2

2,170.0

Deutsche Börse Group corporate report 2014
Combined
management report

Fundamental information about the Group

Report on economic position

135

Report on post-balance sheet date events

135

Non-financial key performance indicators

144

Risk report

172

Report on opportunities

178

Report on expected developments

185

Deutsche Börse AG (Disclosures based on the HGB)

Deutsche Börse Group corporate report 2014

Combined management report

This combined management report covers both the Group and Deutsche Börse AG. It has been prepared
in accordance with sections 289, 315 and 315a of the Handelsgesetzbuch (HGB, German Commercial
Code) and German Accounting Standard (GAS) 20. This management report also takes into account the
requirements of the Practice Statement “Management Commentary” issued by the International Account-
ing Standards Board (IASB).

Fundamental information about the Group

Overview of Deutsche Börse Group

Business operations and Group structure
Deutsche Börse AG, headquartered in Frankfurt/Main, Germany, is the parent company of Deutsche
Börse Group. As at 31 December 2014, the Group employed 4,540 people at 24 locations in 17 coun-
tries. As one of the largest market infrastructure providers worldwide, Deutsche Börse Group offers its
customers a wide range of products and services. These cover the entire financial market transactions
value chain – from equities and derivatives trading, through transaction clearing and settlement, securi-
ties custody, services for liquidity and collateral management and the provision of market information,
down to the development and operation of IT systems that support all these processes.

Deutsche Börse AG operates the cash market at Frankfurter Wertpapierbörse (FWB®, the Frankfurt Stock
Exchange) with its fully electronic Xetra® trading platform. It also offers trading in structured products
(certificates and warrants) in Germany via Börse Frankfurt Zertifikate AG. Moreover, via Eurex Frankfurt
AG and Eurex Zurich AG, Deutsche Börse AG operates the derivatives market Eurex Exchange. The de-
rivatives markets European Energy Exchange (EEX) and International Securities Exchange (ISE) in the
United States are operated by indirect subsidiaries. The Group also offers clearing services for the cash
and derivatives markets (Eurex Clearing AG). In addition, Deutsche Börse sells price and reference data
as well as other trading information; its STOXX Ltd. subsidiary develops and sells indices. All post-trade
services that Deutsche Börse Group provides for securities are handled by Clearstream Holding AG and
its subsidiaries (Clearstream Holding group). These include transaction settlement, the administration
and custody of securities as well as global securities financing, investment funds and, since the end of
2014, hedge funds services. Deutsche Börse AG and Clearstream Services S.A. develop and operate
Deutsche Börse Group’s technological infrastructure.

The
“Shareholdings and partnerships strengthen product and service offering” chart gives an over-
view of Deutsche Börse Group’s principal shareholdings; its basis of consolidation is presented in full
in
note 2 to the consolidated financial statements. Material changes in the reporting period include
the initial consolidation of EEX as well as the acquisition of Citco Global Securities Services Ltd. (sub-
sequently renamed to Clearstream Global Securities Services Limited); details can be found in the

“Changes in the basis of consolidation” section.

Services

2014

Responsibility

Governance Management report

Financial statements Notes

Fundamental information about the Group

To simplify its investment structure and streamline decision processes, Deutsche Börse Group imple-
mented an internal reorganisation in the year under review, affecting the Eurex companies and ISE. Ef-
fective 19 December 2014, all shares of Eurex Frankfurt AG were transferred from Eurex Zürich AG to
Deutsche Börse AG. As a result of this step, Deutsche Börse AG’s indirect interest in Eurex Frankfurt AG
was replaced by a direct interest. In addition, as at the end of the year under review, 15 per cent of the
shares of U.S. Exchange Holdings, Inc. (ISE’s parent company) were transferred from Eurex Frankfurt AG

Shareholdings and partnerships strengthen product and service offering

Deutsche Börse AG1)

Deutsche Boerse
Systems, Inc.
100 %

Deutsche Börse
Services s.r.o
100 %

Impendium Systems Ltd
100 %

Market News
International Inc.
100 %

Infobolsa S.A.
50 %

STOXX Ltd.
50 %

Deutsche Boerse Asia
Holding Pte. Ltd.
100 %

Eurex Clearing Asia
Pte. Ltd.
100 %

Börse Frankfurt
Zertiﬁ kate AG
100 %

Börse Frankfurt Zertiﬁ kate
Holding S.A. in liquidation
100 %

Tradegate Exchange GmbH
75 %, (4 %) 5)

BrainTrade Gesellschaft
für Börsensysteme mbH
14 %, 14 % 6)

Deutsche Börse
Commodities GmbH
16 %

Clearstream Holding AG
100 %

Clearstream
International S.A.
100 %

Clearstream Banking AG
100 %

Clearstream Banking S.A.
100 %

Clearstream Banking
Japan, Ltd.
100 %

REGIS-TR S.A.
50 %

Clearstream Fund Services
Ireland Limited
100 %

Clearstream Global
Securities Services Limited
100 %

Clearstream Operations
Prague s.r.o
100 %

Clearstream Services S.A.
100 %

LuxCSD S.A.
50 %

Eurex Frankfurt AG
100 %

Eurex Clearing AG
100 %

Eurex Repo GmbH
100 %

Eurex Bonds GmbH
79 %

U.S. Exchange
Holdings, Inc.
85 %, 15 % 2)

International Securities
Exchange Holdings, Inc.
100 %

Eurex Global Derivatives AG
100 %

Eurex Zürich AG
50 %, 50 % 3)

European Energy
Exchange AG
63 %

Powernext SA
56 %

Cleartrade Exchange
Pte. Limited
52 %

Cleartrade Exchange
(UK) Limited
100 %

Deutsche Börse
Cloud Exchange AG
50 %, (15 %) 4)

1) Simpliﬁ ed presentation of main shareholdings, as at 1 January 2015
2) Direct equity interest Eurex Frankfurt AG: 85%, direct equity interest Deutsche Börse AG: 15%
3) Direct equity interest Deutsche Börse AG: 50%, direct equity interest Eurex Global Derivatives AG: 50%
4) Direct equity interest Deutsche Börse AG: 50%, equity interest of 15%, which is held indirectly via Zimory GmbH
5) Direct equity interest Deutsche Börse AG: 75%, equity interest of 4%, which is held indirectly via Tradegate AG Wertpapierhandelsbank
6) Direct equity interest Deutsche Börse AG: 14 %, direct equity interest Börse Frankfurt Zertiﬁ kate AG: 14%

Deutsche Börse Group corporate report 2014

to Deutsche Börse AG. The remaining 85 per cent of the shares of U.S. Exchange Holdings, Inc. continue
to be held by Eurex Frankfurt AG. In the same step, Deutsche Börse dissolved the financing structure for
the ISE acquisition.

Company management
The governing bodies of Deutsche Börse AG, as a German stock corporation, are the Annual General Meet-
ing, the Supervisory Board and the Executive Board, each of which has its own areas of responsibility.

The Annual General Meeting resolves the appropriation of the unappropriated surplus, appoints the
shareholder representatives on the Supervisory Board and resolves to approve the actions of the Execu-
tive Board and the Supervisory Board. In addition, it resolves on corporate actions and other matters
governed by the Aktiengesetz (AktG, German Stock Corporation Act).

The Supervisory Board appoints, supervises and advises the Executive Board and is directly involved in
key decisions affecting the company. Additionally, it approves the consolidated financial statements pre-
pared by the Executive Board. Members of the Supervisory Board are appointed for a period of three
years; however, when electing members to the Supervisory Board, the Annual General Meeting may de-
termine a shorter term of office. The Supervisory Board of Deutsche Börse AG had 18 members in the
year under review: twelve shareholder representatives and six employee representatives. Effective as
from the end of the Annual General Meeting of Deutsche Börse AG on 13 May 2015, the Supervisory
Board shall be reduced from 18 members to twelve.

The Executive Board has sole responsibility for managing the company and the Chief Executive Officer
coordinates the activities of the Executive Board members. In financial year 2014, the Executive Board
of Deutsche Börse AG had five members. After the Annual General Meeting of Deutsche Börse AG on
13 May 2015, Chief Executive Officer Reto Francioni will hand over his office to his designated succes-
sor Carsten Kengeter. Carsten Kengeter, who will be an Executive Board member from April 2015, is to
assume the chairmanship effective 1 June 2015. During this transitional phase, the Executive Board of
Deutsche Börse AG will have six members. The remuneration system and the remuneration paid to the
individual members of the Executive Board of Deutsche Börse AG are presented in the
remuneration
report, which is part of this combined management report.

Deutsche Börse Group’s reporting segments

Reporting segment

Business areas

Eurex

Xetra

Clearstream

Market Data + Services

 T7 electronic trading platform (Eurex Exchange and ISE)
 Eurex Repo® over-the-counter (OTC) trading platform
 C7 electronic clearing architecture
 Central counterparty for on- and off-exchange derivatives and repo transactions

 Cash market with the trading venues Xetra® and Börse Frankfurt
 Eurex Bonds® OTC trading platform
 Central counterparty for equities and bonds
 Admission of securities to listing

 Custody and settlement services for domestic and international securities
 Global securities financing services and collateral management
 Investment funds and hedge funds services

 Distribution of licences for trading and market signals
 Development and sales of indices
 Technology solutions for external customers
 Trading participant connectivity

Services

2014

Responsibility

Governance Management report

Financial statements Notes

Fundamental information about the Group

Reporting segments
Deutsche Börse Group classifies its business into four segments: Eurex, Xetra, Clearstream and
Market Data + Services. This structure serves as a basis for the internal management of the Group
and for financial reporting (see the

“Deutsche Börse Group’s reporting segments” table for details).

Organisational structure
Deutsche Börse Group’s organisational structure in financial year 2014 mirrors the business areas:
cash and derivatives markets (Cash & Derivatives Markets division) and securities settlement and cus-
tody (Clearstream division). The market data and information technology business area has been
combined into the IT & Market Data + Services division. Each division is headed by a member of
Deutsche Börse AG’s Executive Board. In addition, there are central functions, such as communica-
tions or finance, which are headed by the Chief Executive Officer (CEO) or Chief Financial Officer (CFO);
see the

“Leadership structure of Deutsche Börse Group as at 1 January 2015” chart.

Leadership structure of Deutsche Börse Group as at 1 January 2015

Group Executive Board

CEO

CFO

Cash & Derivatives
Markets

R. Francioni

G. Pottmeyer

A. Preuss

Clearstream

J. Tessler

IT & MD+S

H. Stars

Internal Auditing

Financial Accounting
& Controlling

Executive Ofﬁ ce

Global Public Affairs

Chief Risk Ofﬁ cer

Market Structure

Business Management

Central Support
& Coordination

Applications & Ar-
chitecture / Group CIO

Group Strategy

Corporate
Communications

General Counsel

Chief Compliance
Ofﬁ cer

Chief Innovation
Ofﬁ cer

Operations
Clearstream

Market Data
+ Services

Strategic Finance

International
Securities Exchange

Investment Funds
Services

Infrastructure
& Operations

Investor Relations
& Treasury

Cash Market

Clearstream
Compliance

Information Security /
CISO

Group Organizational
Services

European Energy
Exchange / Repo

Global Client Relations

Human Resources

Market Supervision

Client Relations GSF
& Broker / Dealers

Sales & Marketing

Clearing

Global Product Re-
search & Development

Deutsche Börse Group corporate report 2014

Goals and strategies

Goals and strategy of Deutsche Börse Group
Deutsche Börse Group is one of the largest market infrastructure providers worldwide. The Group’s busi-
ness model enhances capital market stability, efficiency and integrity. Issuers benefit from the low cost of
capital, while investors enjoy high liquidity and low transaction costs. At the same time, Deutsche Börse
stands for transparency and security on the capital markets, in which organised trading is based on un-
restricted pricing.

Its business success is founded on the business model: with its broadly diversified product and service
range, Deutsche Börse covers the entire financial market transactions value chain and is in a good posi-
tion to withstand even difficult economic times. That gives it a critical advantage over its competitors,
which increasingly imitate Deutsche Börse’s business model and are extending their offerings in areas
such as clearing and data. However, they have so far failed to achieve the level of diversification that
Deutsche Börse Group has created over the years (see the
“Deutsche Börse Group offers the full port-
folio” chart). The business model aims to offer customers reliable services in an efficient and cost effect-
tice manner and is based on the following key principles:

 Integrating different financial market services such as trading, clearing, settlement, securities custody,

liquidity and collateral management, as well as index and market data services

 Providing these services for different asset classes such as equities, bonds, funds, commodities, fixed-

income and derivatives on these underlyings

 Developing and operating the Group’s own electronic systems for all processes along the value chain
 Organising an impartial marketplace to ensure orderly, supervised trading with fair pricing and provid-

ing risk management services

The fact that the Group has generated strong cash flows from its operating activities for many years and
is one of the most cost-effective providers of trading, clearing and settlement services is proof of the effi-
ciency of its business model.

Deutsche Börse Group offers the full portfolio

Deutsche Börse
Group

CME Group

Intercontinental
Exchange

London Stock
Exchange

Nasdaq OMX

Derivatives market

Cash market

Clearing

Settlement

Custody

Collateral management

Market data

Indices

Technology

Shorter bars indicate that the offering is incomplete or not available for all possible product groups in this area.

Services

2014

Responsibility

Governance Management report

Financial statements Notes

Fundamental information about the Group

Deutsche Börse Group is continuing to pursue the strategy that has enabled it to achieve its leading
position. In doing so, it focuses primarily on organic growth. It aims to achieve this by introducing new
products in existing and new asset classes, expanding its business to additional customer groups and
moving into markets in new regions. If external growth opportunities appear to be economically attractive,
Deutsche Börse Group also takes these into consideration. The aim is growth that will add lasting value
– for customers and business partners, staff, shareholders and the society.

Deutsche Börse Group will therefore continue to focus its energies on three strategic directions in the
coming years:

 Expansion of its product and service range to currently unregulated and uncollateralised markets,

e.g. over-the-counter derivatives trading, in response to changes in customer needs as well as the
regulatory framework.

 Extension of its technology leadership and expertise in the market data area; one measure taken to
achieve this was, among others, to bundle the relevant resources within the company in a new seg-
ment, IT & Market Data + Services, as at 1 January 2013.

 Entry into new geographic growth areas, especially in Asia, and acquisition of new customer groups

(see the

report on opportunities).

Whether Deutsche Börse Group achieves its organic growth targets will depend on the following factors,
among others:

 Development of financial markets in line with general economic conditions: e.g., greater stock market

volatility typically leads to more trading in the cash and derivatives markets.

 Regulatory requirements for all market participants: if regulatory initiatives (e.g. EMIR, Capital Re-

quirements Directives) strengthen the role of exchanges, this will also benefit Deutsche Börse Group.
 Structural changes in the financial markets: trading activity increases, e.g., if investment funds make

greater use of derivatives to implement their trading strategy.

 The innovative power of the Group: will it succeed in continually introducing new products and ser-

vices for which there is demand in the market?

Deutsche Börse Group is committed to transparent, reliable and liquid financial markets, but cannot af-
fect the volume drivers of these markets. However, the Group is able to exert an influence on the other
factors to some extent or in full, for instance it can lobby for a favourable legal framework for the finan-
cial markets or it can develop products and services that support customers in their business. In this
way, it can also reduce its dependence on factors outside its control.

Management approach to Group-wide sustainability commitment
Deutsche Börse Group’s goals and strategies include taking a holistic view of its corporate responsibility.
In line with this, its management approach comprises three action-based guiding principles with the
goal of sustainably strengthening and preserving Deutsche Börse Group’s benefits to the economy and
to society:

 Building trust. Deutsche Börse Group aims to organise the capital markets in a way that ensures their
integrity, transparency and security. The availability of high-quality information is a key aspect in this
process, and the company is constantly working to enhance this aspect. Providing sustainability infor-
mation is as significant in this context as engaging in a constructive dialogue on the future viability of
the international capital markets, not only with customers, but with the general public as well.

Deutsche Börse Group corporate report 2014

 Leading by example. As a listed service provider, Deutsche Börse Group aims to perform its own busi-
ness activities responsibly and with a view to the future. In addition, the Group pursues a sustainable
human resources policy and has committed itself to the environment and thus to conserving resources.
In order to establish itself as a role model in the market, Deutsche Börse Group continually develops its
sustainability commitment and reporting.

 Sharpen the public’s perception. The Group is part of civil society and as such has responsibilities to
meet. It is committed to fulfilling this role in its international locations as well. Thereby, it systematical-
ly bases its actions on local requirements and, as a good corporate citizen, takes part in long-term co-
operative initiatives aimed at increasing the structural strength of the non-profit sector.

Internal management

Control systems
Deutsche Börse Group’s internal management system is based on key performance indicators taken from
the income statement (net revenue, operating costs, EBIT, consolidated net income for the year) as well
as balance sheet key performance indicators (cash flows from operating activities, liquidity, equity less
intangible assets). Furthermore, Deutsche Börse Group’s internal management system additionally in-
cludes key performance indicators that are derived from the income statement and the balance sheet
(interest coverage ratio, interest-bearing gross debt / EBITDA, return on shareholders’ equity).

Net revenue is composed of sales revenue plus net interest income from banking business and other op-
erating income, less volume-related costs. Sales revenue from external customers is generally dependent
on the growth factors described above (development of the financial markets, regulatory and structural
changes, and the Group’s ability to innovate). Net interest income from banking business is dependent
on the development of Clearstream’s international settlement business, on the one hand, and the devel-
opment of short-term interest rates, particularly in the euro zone and the USA, on the other. Other oper-
ating income results from exchange rate differences, among other things. Volume-related costs normally
correlate with the level of sales revenue in the relevant areas of the company, such as fees and commis-
sions from banking business or costs for purchasing price information. In addition, various licence fees,
e.g. for index licences, contribute to volume-related costs.

Operating costs include staff costs, depreciation, amortisation and impairment losses, as well as other
operating expenses. Staff costs consist of wages and salaries as well as social security contributions and
the cost of retirement benefits. They are subject to inflation adjustments and depend partially on the de-
velopment of Deutsche Börse AG’s share price, as they also include changes in the provisions and pay-
ments for the Stock Bonus Plan for members of the Executive Board and senior executives that was in-
troduced in 2007. The depreciation, amortisation and impairment charges include depreciation and
amortisation of, and impairment losses on, intangible assets and property, plant and equipment. Other
operating expenses mainly consist of the costs of developing and operating the Group’s technological
infrastructure, office infrastructure costs and marketing costs.

Services

2014

Responsibility

Governance Management report

Financial statements Notes

Fundamental information about the Group

Around 75 per cent of Deutsche Börse Group’s costs are fixed costs (excluding special factors). The
Group can therefore handle higher volumes of business without a significant increase in costs. Converse-
ly, a decline in business volumes has a direct impact on the Group’s profitability. Approximately 25 per
cent of the Group’s costs are volume-related costs.

Deutsche Börse Group manages its EBIT via net revenue and operating costs. At Group level, Deutsche
Börse Group’s net income for the year – that is net profit for the year less non-controlling interests – also
serves as a performance indicator for internal management.

The balance sheet key performance indicators include cash flows from operating activities, a predefined
liquidity target and equity less intangible assets. Liquidity planning aims at providing liquidity correspond-
ing to the operating costs for one quarter; this liquidity target currently ranges between €150 million and
€250 million. The Group’s management of its equity less intangible assets does not aim to reach a par-
ticular target but rather to maintain a positive value in general.

The interest coverage ratio shows the ratio of EBITDA to interest expenses from financing activities. Un-
der its capital management programme, the Group plans to achieve an interest coverage ratio of at least
16 for Deutsche Börse Group. In addition, the aim is to achieve a maximum ratio of interest-bearing
gross debt to EBITDA of 1.5 at Group level. In particular, the latter performance indicator plays a materi-
al role at present in protecting the Group’s current “AA” rating. The Clearstream subgroup aims to main-
tain an interest coverage ratio of 25 and to comply with other capital adequacy measures to protect its
current “AA” rating. Because Clearstream had no financial liabilities from non-banking business in the
year under review, as in the previous year, it was not necessary to calculate the interest coverage ratio
for the subgroup.

Strategic and financial criteria are used and project-specific risks are taken into account when prioritis-
ing and managing projects within the Group. The strategic attractiveness of projects in this context is
measured primarily on the basis of their (expected) contribution to reaching the strategic objectives of
Deutsche Börse Group and its business areas. The financial assessment looks in particular at key per-
formance indicators, such as net present value (NPV), the payback period and after-tax returns, which
are calculated on the basis of the project or business plans. The risks are considered equally at all
levels of project work, i.e. when prioritising and steering the project as well as during ongoing project
management.

Further information on the Group’s financial position is presented in the
this combined management report.

“Financial position” section of

Internal control system
Deutsche Börse has established a Group-wide internal control system (ICS). All business units are as
first lines of defence responsible that Group-wide requirements of the ICS are met in their respective are-
as of responsibility. In particular, the ICS is valid for the Financial Accounting and Controlling (FA&C) de-
partment, ensuring that its accounting processes comply with orderly bookkeeping and accounting prac-
tices. It guarantees that the presentation of the net assets, financial position and results of operations
in the single-entity and consolidated financial statements of Deutsche Börse AG and its subsidiaries is
correct and complete.

Deutsche Börse Group corporate report 2014

The FA&C department is primarily responsible for preparing the accounts at Deutsche Börse AG and its
consolidated German subsidiaries; in foreign subsidiaries, this task is performed by the corresponding
units. The head of the FA&C department is responsible for the process, including effective safeguards
and controls in order to ensure that risks in the accounting process are identified early on so that reme-
dial action can be taken in good time. Some ICS controls are integrated into the process, while others
are performed independently.

FA&C uses the following tools to ensure a consistent and continuous accounting process:

 A database stores work instructions and descriptions for the material accounting processes, including

the preparation of consolidated financial statements.

 IFRS and German GAAP (HGB) accounting manuals and account allocation guidelines ensure a con-

sistent standard of financial reporting throughout the Group.

These tools are regularly tested and updated. All FA&C department employees have access to the data-
base as well as the accounting manuals and account allocation guidelines and can thus get information
on the management judgement and accounting options exercised by Deutsche Börse Group. High-risk
processes are subject to special controls.

Moreover, Deutsche Börse Group continuously monitors and analyses changes in the accounting envi-
ronment and adjusts its process accordingly. This applies in particular to the national and international
accounting standards. The Group’s accounting function takes also into consideration transactions such
as the acquisition or sale of companies or shares. The FA&C department may be contacted by all subsid-
iaries if they need help with accounting for these and other complex matters. For selected issues, such
as the measurement of pension obligations, FA&C consults external experts.

Another important feature of the ICS is the principle of functional separation: tasks and responsibilities
are clearly defined and allocated within the organisation. Incompatible tasks, such as modifying master
data, on the one hand, and issuing payment instructions, on the other, are strictly segregated at a func-
tional level. An independent control unit grants accounting system access rights to each employee and
monitors them continuously using an incompatibility matrix. Transactions are initially recorded in the
general ledger or corresponding sub-ledgers based on the chart of accounts and the account allocation
guidelines. Closing entries are made and the consolidated financial statements are prepared in all cases
in line with the principle of dual control.

All major subsidiaries of Deutsche Börse Group maintain and consolidate their general ledgers in the
same system. The accounting data of the other companies is uploaded for inclusion in the consolidated
financial statements. Liabilities, expenses and income for individual transactions are recorded in sepa-
rate accounts under the name of the counterparty concerned. Any consolidation differences are reviewed
centrally and sent on to the accounting departments of the companies for clarification.

The processes, systems and controls described above aim to provide reasonable assurance that the ac-
counting system complies with the applicable principles and laws. Serving as further lines of defence,
Compliance and Internal Auditing carry out risk-based, process-independent checks to test whether the
ICS is appropriate and effective. The Executive Board and the Audit Committee established by the Super-
visory Board receive regular reports on the effectiveness of the ICS for the financial reporting process.

Services

2014

Responsibility

Governance Management report

Financial statements Notes

Fundamental information about the Group

Research and development activities

As a service provider, Deutsche Börse Group does not engage in research and development activities
comparable with those of manufacturing companies. This combined management report thus contains
no detailed research and development report. However, Deutsche Börse does develop and operate its
own trading and clearing systems as well as system solutions to achieve its structural growth objectives.
Against this background, the company is constantly working to maintain and further increase the tech-
nology leadership and stability of its electronic systems – in the interests of its customers and the sys-
temic stability of financial markets. This is why Deutsche Börse has significantly overhauled its trading
and clearing systems, which go by the trade names T7 and C7. Other technically challenging projects
include implementing the European Central Bank’s plans to create a uniform securities settlement
throughout the EU (TARGET2-Securities).

In 2014, expenses incurred for research and development amounted to €221.7 million (2013:
€203.7 million); thereof approximately 39 per cent (2013: 45 per cent) are attributable to development
costs, which are capitalised as internally developed software. Research and development costs there-
fore amounted to 11 per cent of net revenue (2013: 11 per cent). In the Eurex and Clearstream seg-
ments, which invest mainly in the further enhancement of their systems, research and development
costs amounted to 14 per cent and 15 per cent of net revenue, respectively. Details can be found in

note 7 to the consolidated financial statements.

Further product and services development activities are described in more detail in the
opportunities and in the
report on expected developments.

report on

Takeover-related disclosures

Disclosures in accordance with sections 289 (4) and 315 (4) of the HGB
In accordance with sections 289 (4) and 315 (4) of the Handelsgesetzbuch (HGB, German Commercial
Code), Deutsche Börse AG hereby makes the following disclosures as at 31 December 2014:

The share capital of Deutsche Börse AG amounted to €193.0 million on the above-mentioned balance
sheet date and was composed of 193 million no-par value registered shares. There are no other classes
of shares besides these ordinary shares.

The share capital has been contingently increased by up to €19.3 million by issuing up to 19.3 million
no-par value registered shares (contingent capital 2014). The contingent capital increase will be imple-
mented only to the extent that holders of convertible bonds or warrants attaching to bonds with warrants
issued by the company or a Group company in the period until 14 May 2019 on the basis of the au-
thorisation of the Executive Board in accordance with the resolution of the Annual General Meeting on
15 May 2014 on item 5 (a) of the agenda exercise their conversion or option rights, meet their conver-
sion or option obligations, or to the extent that shares are tendered and to the extent that no other means
are used to settle such rights or obligations. More details can be found in Article 4 (7) of the Articles of
Association of Deutsche Börse AG.

The Executive Board is only aware of limitations to voting rights that result from the Aktiengesetz (AktG,
German Stock Corporation Act). These consist of the voting right limitations pursuant to section 136 of
the AktG and the limitations under the AktG for treasury shares. Section 136 of the AktG stipulates that
shareholders may not exercise voting rights for themselves or on behalf of another shareholder if a reso-
lution is to be adopted formally approving their actions, releasing them from an obligation, or deciding

Deutsche Börse Group corporate report 2014

whether the company should assert a claim against them. The voting rights of the relevant shares are
thus excluded by law in cases where section 136 of the AktG applies. Under section 71b of the AktG,
Deutsche Börse AG is not permitted to exercise any rights pertaining to treasury shares held in its portfolio.

Under the Wertpapierhandelsgesetz (WpHG, German Securities Trading Act), any investor whose share-
holding reaches, exceeds, or falls below specified voting right thresholds as a result of purchase, sale or
any other transaction is required to notify the company and the Bundesanstalt für Finanzdienstleistung-
saufsicht (BaFin, German Federal Financial Supervisory Authority). The lowest threshold for this dis-
closure requirement is 3 per cent (see
note 43 to the consolidated financial statements for details).
Deutsche Börse AG is not aware of any direct or indirect investments in its capital representing more
than 10 per cent of the voting rights.

None of Deutsche Börse AG’s shareholders hold shares that confer special control rights.

Employees holding shares in Deutsche Börse AG exercise their rights in the same way as other share-
holders in accordance with the statutory provisions and the Articles of Association.

Members of the Executive Board are appointed and dismissed in accordance with sections 84 and 85 of
the AktG. Amendments to the Articles of Association of Deutsche Börse AG are adopted by resolution of
the Annual General Meeting in accordance with section 119 (1) no. 5 of the AktG. Under Article 12 (4)
of the Articles of Association of Deutsche Börse AG, the Supervisory Board has the power to make
changes to the Articles of Association that relate only to the wording. In accordance with Article 18 (1)
of the Articles of Association of Deutsche Börse AG, resolutions of the Annual General Meeting are
passed – unless otherwise stipulated by mandatory requirements of the AktG – by a simple majority of
the votes cast. Insofar as the AktG prescribes a majority of the share capital represented at the Annual
General Meeting for resolutions, a simple majority of the represented share capital is sufficient where
this is legally permissible.

Subject to the approval of the Supervisory Board, the Executive Board is authorised to increase the share
capital by up to a total of €5.2 million on one or more occasions in the period up to 11 May 2016 by
issuing new no-par value registered shares in exchange for cash and/or non-cash contributions (author-
ised capital I). However, subject to the approval of the Supervisory Board, the Executive Board is author-
ised to disapply pre-emptive rights if capital is increased in exchange for non-cash contributions for the
purpose of acquiring companies, parts of companies, interests in companies, or other assets. In addition,
the Executive Board is authorised to disapply shareholders’ pre-emptive rights for fractional amounts.
Full authorisation, particularly the conditions for disapplying shareholders’ pre-emptive rights, derives
from Article 4 (3) of the Articles of Association of Deutsche Börse AG.

The Executive Board is also authorised to increase the share capital by up to a total of €27.8 million
on one or more occasions in the period up to 26 May 2015, subject to the approval of the Supervisory
Board, by issuing new no-par value registered shares in exchange for cash and/or non-cash contribu-
tions (authorised capital II). The shareholders must be granted pre-emptive rights, which the Executive
Board can disapply in certain cases, subject to the approval of the Supervisory Board in each case. The
Executive Board is authorised to disapply shareholders’ pre-emptive rights for cash capital increases if
the issue price of the new shares is not significantly lower than the stock exchange price and the total
number of shares issued while disapplying pre-emptive rights does not exceed 10 per cent of the share
capital. Furthermore, the Executive Board is authorised to disapply pre-emptive rights for new shares
with a proportionate interest in the share capital totalling up to €3.0 million in order to issue these new
shares to employees of the company or of affiliated companies, excluding the members of the Executive
Board and the management of affiliated companies. In addition, the Executive Board is authorised to

Services

2014

Responsibility

Governance Management report

Financial statements Notes

Fundamental information about the Group

disapply pre-emptive rights if capital is increased in exchange for non-cash contributions for the purpose
of acquiring companies, parts of companies, interests in companies, or other assets. Finally, the Execu-
tive Board is authorised to disapply shareholders’ pre-emptive rights for fractional amounts. Full authori-
sation, particularly the conditions for disapplying shareholders’ pre-emptive rights, derives from Arti-
cle 4 (4) of the Articles of Association of Deutsche Börse AG.

The Executive Board is also authorised to increase the share capital by up to a total of €19.5 million
on one or more occasions in the period up to 26 May 2015, subject to the approval of the Supervisory
Board, by issuing new no-par value registered shares in exchange for cash contributions (authorised
capital III). Thereby, shareholders must be granted pre-emptive rights, which the Executive Board can
disapply only for fractional amounts with the approval of the Supervisory Board. The exact content of
this authorisation derives from Article 4 (5) of the Articles of Association of Deutsche Börse AG.

The Executive Board is further authorised to increase the share capital by up to a total of €6.0 million
on one or more occasions in the period up to 15 May 2017, subject to the approval of the Supervisory
Board, by issuing new no-par value registered shares in exchange for cash and/or non-cash contri-
butions (authorised capital IV). Thereby, shareholders must be granted pre-emptive rights unless the
Executive Board makes use of the authorisation granted to it to disapply the shareholders’ pre-emptive
rights with the approval of the Supervisory Board. The Executive Board is authorised to disapply share-
holders’ pre-emptive rights for fractional amounts with the approval of the Supervisory Board. The
Executive Board is also authorised, subject to the approval of the Supervisory Board, to disapply share-
holders’ pre-emptive rights in order to issue up to 900,000 new shares per financial year from author-
ised capital IV to members of the Executive Board and employees of the company as well as to members
of the executive boards or management and employees of its affiliated companies in accordance with
sections 15ff. of the AktG. Full authorisation derives from Article 4 (6) of the Articles of Association of
Deutsche Börse AG.

The Executive Board is authorised to acquire treasury shares amounting to up to 10 per cent of the share
capital. However, the acquired shares, together with any treasury shares acquired for other reasons that
are held by the company or allocated to it in accordance with sections 71a ff. of the AktG, may at no
time exceed 10 per cent of the company’s share capital. The authorisation to acquire treasury shares is
valid until 14 May 2015 and may be exercised by the company in full or in part on one or more occa-
sions. However, it may also be exercised by dependent companies, by companies in which Deutsche
Börse AG holds a majority interest, or by third parties on its or their behalf. The Executive Board may
elect to acquire the shares (1) on the stock exchange, (2) via a public tender offer addressed to all
shareholders or via a public request for offers of sale addressed to the company’s shareholders, (3) by
issuing tender rights to shareholders, or (4) through the use of derivatives (put or call options or a com-
bination of both). The full and exact wording of the authorisation to acquire treasury shares, and particu-
larly the permissible uses to which the shares may be put, can be found in items 5 and 6 of the agenda
for the Annual General Meeting on 15 May 2013.

The following material agreements of the company are subject to a change of control following a
takeover bid:

 On 18 March 2013, Deutsche Börse AG and its subsidiary Clearstream Banking S.A. entered into a

multicurrency revolving facility agreement with a banking syndicate for a working capital credit totalling
up to €750 million. If there is a change of control, the credit relationship between Deutsche Börse AG
and the lenders can be reviewed in negotiations within a period of no more than 60 days. In this

Deutsche Börse Group corporate report 2014

process, each lender has the right, at its own discretion, to terminate its credit commitment and de-
mand partial or full repayment of the amounts owing to it. A change of control has occurred if
Deutsche Börse AG no longer directly or indirectly holds the majority of Clearstream Banking S.A. or if
a person or a group of persons acting in concert acquires more than 50 per cent of the voting shares of
Deutsche Börse AG.

 As part of the acquisition of ISE, it was agreed that no person or group may directly or indirectly
acquire more than 40 per cent of the shares in ISE or acquire control over the voting rights attached
to more than 20 per cent of the shares in ISE without the prior approval of the US Securities and
Exchange Commission (SEC). Otherwise, as many ISE shares will be transferred to a trust as are
required to comply with the limits.

 Under the terms of the 2013/2018 fixed-rate bonds amounting to €600.0 million issued by Deutsche
Börse AG and under the terms of the 2012/2022 fixed-rate bonds amounting to €600.0 million issued
by Deutsche Börse AG, cancellation rights apply in the case of a change of control. If they are exercised,
the bonds are repayable at par plus any accrued interest. A change of control has taken place if a per-
son or a group of persons acting in concert, or third parties acting on their behalf has or have acquired
more than 50 per cent of the shares of Deutsche Börse AG or the number of Deutsche Börse AG shares
required to exercise more than 50 per cent of the voting rights at Annual General Meetings of Deutsche
Börse AG. In addition, the relevant bond terms require that the change of control must adversely
affect the rating given to one of the preferential unsecured debt instruments of Deutsche Börse AG by
Moody’s Investors Services, Inc., Standard & Poor’s Rating Services or Fitch Ratings Limited. Further
details can be found in the applicable bond terms.

 A change of control also results in rights to require repayment of various bonds issued by Deutsche

Börse AG in 2008 under a US private placement. The change of control must also adversely affect the
rating given to one of the preferential unsecured debt instruments of Deutsche Börse AG by Fitch Rat-
ings Limited, Moody’s Investors Services, Inc., or Standard & Poor’s Rating Services. The provisions
contained in the applicable terms correspond to the conditions specified for the fixed-rate bonds cur-
rently in issue. The bonds issued under the private placement are as follows: US$170.0 million due on
10 June 2015, US$220.0 million due on 10 June 2018, and US$70.0 million due on 10 June 2020.

 Under certain conditions, members of Deutsche Börse AG’s Executive Board have a special right of

termination in the event of a change of control. According to the agreements made with all Executive
Board members, a change of control has occurred if (1) a shareholder or third party discloses its own-
ership of more than 50 per cent of the voting rights in Deutsche Börse AG in accordance with sec-
tions 21 and 22 of the WpHG, (2) an intercompany agreement in accordance with section 291 of the
AktG is entered into with Deutsche Börse AG as a dependent company, or Deutsche Börse AG is ab-
sorbed in accordance with section 319 of the AktG, or (3) Deutsche Börse AG is merged in accordance
with section 2 of the Umwandlungsgesetz (UmwG, German Reorganisation and Transformation Act).

The compensation agreements entered into with the members of the Executive Board in the
event of a take -over offer are described in the previous paragraph. They can also be found in the

remuneration report.

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Financial statements Notes

Report on economic position

Macroeconomic and sector-specific environment

The macroeconomic environment had and continues to have a significant impact on the overall eco-
nomic environment and on trading activity on the markets. The European capital market environment
remained tense for financial services providers, and hence for Deutsche Börse Group, for a number of
reasons:

 The major central banks’ continuing low interest rate policy and the resulting provision of large

amounts of liquidity

 Low inflation and in some cases deflationary tendencies
 The continued fragile economic situation in the euro zone, with high levels of government debt in

certain European states and a weakening euro against the US dollar

 The unstable political conditions in some Eastern European regions and repeated crises in flashpoints

in the Arab world

 Regulatory projects and the resulting stricter requirements for capital market participants (see the

following

“Regulatory environment” section).

Despite these factors, economic growth improved in many markets in 2014 compared with the previous
year. Following a 1.3 per cent increase in real GDP in the OECD countries in 2013, current estimates
reveal a rise of 2.2 per cent in 2014. Estimates by the International Monetary Fund (IMF) suggest that
the global economy grew by 3.3 per cent in 2014 (2013: increase in real terms of 3.3 per cent).

According to initial estimates, growth in German GDP accelerated again in 2014 compared with previ-
ous years, due to stable global economic growth and an improvement in world trade, especially in the
first half of 2014. The IMF’s January 2015 estimates put growth in German economic output at 1.5 per
cent in 2014 (2013: increase in real terms of 0.2 per cent).

Economic development in the EU was less heterogeneous in the year under review than it had been in
recent years; in particular, fewer countries were in recession. Spain, France, Portugal and Ireland record-
ed positive development – significantly so in some cases – while according to European Commission

Development of trading activity on
selected European cash markets

Development of contracts traded on
selected derivatives markets

Borsa Italiana1)

Bolsas y Mercados Españoles2)

Euronext2)

London Stock Exchange1)

Deutsche Börse Group – Xetra®

2014
€bn

822.1

883.7

1,587.7

1,164.4

1,179.9

Change
vs. 2013
%

2014
m contracts

Change
vs. 2013
%

CBOE Holdings

CME Group

Deutsche Börse Group – Eurex®

IntercontinentalExchange

BM&F Bovespa

National Stock Exchange of India

1,325.4

3,442.8

2,097.9

2,299.9

1,420.7

1,887.8

-4

-11

-12

1) Part of London Stock Exchange Group
2) Trading volume in electronic trading (single-counted)

Source: Exchanges listed

100

Deutsche Börse Group corporate report 2014

estimates only three countries – Italy, Cyprus and Finland – remained in recession. Nevertheless, the
European Central Bank still considers the EU’s economic situation to be critical and left its key interest
rate at a historically low level. It cut its deposit rate for banks in two steps in 2014, from 0 per cent
to –0.20 per cent.

The OECD is forecasting an increase in US economic output of 2.6 per cent in real terms in 2014 – not
least because of the supportive monetary policy and stronger domestic demand. At the same time, the
labour market situation eased; this should have a continued positive effect on economic output going
forward. The Federal Reserve kept the federal funds rate within the target range of zero to 0.25 per cent
that it set in December 2008.

The persistently high levels of government debt in individual European states, resulting in slower growth
compared with other economies such as the United States or the UK, are continuing to fuel uncertainty
on the financial markets. This was reflected in volatility levels on the cash and derivatives markets falling
to what were in some cases historic lows in the first nine months. In the fourth quarter of 2014, volati-
lity improved significantly, resulting in a positive effect on equity-based products in particular. In total,
these factors led to a slight decline in trading activity on the Group’s derivatives markets in the year
under review, while trading activity on the cash markets increased slightly.

According to information from the Bank for International Settlements (BIS), global issuance of interna-
tional bonds rose significantly in the first nine months of 2014 compared with the prior-year period. This
first positive year-on-year change since 2006 is also mirrored by the comparative increase in the average
volumes of international bonds held in custody, which rose by around 6 per cent compared with 2013.
The aggregate principal amount of the securities held in custody by Clearstream reached a new record of
€12.5 trillion at the end of 2014.

Regulatory environment

One consequence of the global financial market crisis is that work continues to be underway at an inter-
national level on regulatory initiatives, with the aim of creating a more transparent, more stable and fair
financial system. The main focus is on reorganising the supervisory structure, on recovery and resolution
plans for banks and financial market infrastructures, and on new rules for the financial market infra-
structure in the trading and post-trading areas (see also the
impact on Deutsche Börse Group’s business areas” table).

“Overview of regulatory intiatives and their

Regulation of supervisory structures
The supervisory structures in Europe continued to change in 2014. Three core elements have been
adopted or have already entered into force:

1. Single Supervisory Mechanism (SSM): direct supervision of the European Central Bank (ECB) of 120
significant credit instutions and banking groups; indirect supervision of all other credit institutions in
the euro zone

2. Single Resolution Mechanism: basis for the harmonised resolution mechanism in the euro zone and

for the Single Resolution Fund (SRF); new Single Resolution Board (SRB) of the European Union from
2015 onwards

3. Deposit Guarantee Schemes Directive: changes to deposit protection

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101

Deutsche Börse Group companies are affected by these changes in many different ways. However, at
present no Deutsche Börse Group company falls under the ECB’s direct supervision. But given the
systemic importance of the institutions belonging to Deutsche Börse Group, it is to be expected that
they will feature prominently in the ECB’s indirect supervisory activities.

Recovery and resolution plans
Banks
At a European level, the Banking Recovery and Resolution Directive (BRRD) was adopted on
15 May 2014. The Directive incorporates, among others, mandating the introduction of a bank levy
from 2015 onwards. In 2013, Germany had already passed the Gesetz zur Abschirmung von Risiken
und zur Planung der Sanierung und Abwicklung von Kreditinstituten und Finanzgruppen (German Act
on Ringfencing and Recovery and Resolution Planning for Credit Institutions and Financial Groups)
which was updated by the BRRD-Umsetzungsgesetz (German BRRD Implementation Act) with effect
from 1 January 2015.

The Clearstream group, Clearstream Banking AG, Clearstream Banking S.A. and Eurex Clearing AG, had
submitted an initial recovery plan for 2013 and updated it in 2014.

Overview of regulatory initiatives and their impact on
Deutsche Börse Group’s business areas

Xetra

Eurex

Eurex
Clearing

Clear-
stream

IT &
MD+S

Status as at 31 December 2014

Supervisory structure

Banking union

SSM

SRM

Deposit Guarantee
Schemes Directive

Recovery and resolution
plans

BRRD

Financial market
infrastructures

Financial market
infrastructure

Capital markets union

MiFID II, MiFIR

EMIR

CSDR

Regulation on benchmarks
and indices

MAD, MAR

Banks

CRD IV, CRR

SFTR

Financial Transaction Tax

Became effective in 2014

Adopted in 2014; planned launch in 2016

Implementation in national law in 2015

Adopted in 2014; implementation in national law
until the end of 2015

Publication of framework in 2014; first draft of a
regulation possibly in 2015

Development of an action plan in 2015

Published in 2014; application from 2017 onwards

Became effective in 2012; clearing obligation for
derivatives, successively, expected from Q3/2017
onwards

Became effective in 2014; application expected
from November 2017 onwards

Single position of the European Parliament expected
in 2015

Became effective in 2014; application expected
from November 2017 onwards

Beginning of the introduction within the EU in
2014, process until 2019

Proposal submitted in 2014; agreement expected in
2015

Discussion ongoing

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Deutsche Börse Group corporate report 2014

Financial market infrastructures
Provision is also being made for recovery and resolution plans for financial market infrastructures such
as central securities depositories, central counterparties, central trade repositories and payment systems.
In this context, in 2012, the Committee on Payments and Market Infrastructures (CPMI), formerly Com-
mittee on Payment and Settlement Systems (CPSS), and the International Organization of Securities
Commissions (IOSCO) had jointly invited consultation on their initial thoughts. At EU level, the European
Commission had also explained its thinking on a possible framework for the recovery and resolution
of financial market infrastructures in 2012. The final framework of CPMI/IOSCO was published in
October 2014. The European Commission is expected to release a draft text of the regulation in the
course of 2015.

Financial market infrastructure regulation
Capital markets union
Following the economic, monetary and the banking unions, the capital markets union is the next step
towards an integrated European financial market. The main objectives are to promote growth and job
creation on a sustainable basis, to develop alternatives to bank-based corporate financing, to promote
cross-border investments and to eliminate unequal regulatory regimes. The European Commission will
develop an action plan by the summer of 2015, with the aim of implementing it by 2019.

Deutsche Börse Group actively supports the project and believes the following basic principles to be ma-
terial to its successful implementation: restoration of confidence in the financial markets, improved and
expanded alternative instruments for non-bank-based corporate financing, financial stability, transparen-
cy, harmonised regulatory standards and a supportive regulatory framework.

Regulation of markets in financial instruments (MiFID II, MiFIR)
The European Parliament and the Council of the European Union concluded the revision of MiFID in
2014. The amended requirements were published in a directive (MiFID II) and a regulation (MiFIR) and
will apply as from 1 January 2017. The European Commission and the European Securities and Mar-
kets Authority (ESMA) will develop standards by June 2015, which spell out the requirements of the
European Parliament and of the European Council in greater detail. Any amendments required to nation-
al regulations must be made by June 2016. Transparency in the area of equities and derivatives is to
be improved and loopholes in OTC transactions are to be closed. The introduction of a requirement to
use a marketplace for trading equities and derivatives will ensure that more transactions will be executed
on regulated marketplaces in future. The new regulations also contain many components of Germany’s
Hochfrequenzhandelsgesetz (German High-Frequency Trading Act), which contributes to stabilising the
financial markets without impacting the supply of liquidity to the markets. The impact the revision of
MiFID has on Deutsche Börse Group can only be assessed once the standards spelling out the require-
ments in greater detail are available.

Regulation on OTC derivatives, central counterparties and trade repositories (EMIR)
The EU regulation EMIR, among other things, mandates the use of CCPs for settling a greater number
of derivatives transactions. CCPs now require authorisation. In addition, the regulation requires OTC
derivatives to be registered in trade repositories, which are in turn monitored by ESMA.

Deutsche Börse Group’s CCPs, Eurex Clearing AG and European Commodity Clearing AG, were author-
ised to act as central counterparties in April and June 2014, respectively. REGIS-TR S.A., one of four
central trade repositories authorised by ESMA in November 2013, also belongs to Deutsche Börse Group.

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103

Central Securities Depository Regulation (CSDR)
With the CSDR, a uniform European regulatory framework was created for central securities depositories
for the first time in September 2014. The European Commission and ESMA have to specify the require-
ments in technical standards; these will apply from November 2017 onwards. The CSDR will harmonise
the securities settlement systems and supervisory rules for central securities depositories throughout
Europe. This will strengthen Clearstream’s business model, because the provision of integrated banking
services will still be permitted.

Benchmark regulation
In 2013, IOSCO responded to the manipulation of certain indices (such as LIBOR and EURIBOR) by
developing principles for financial benchmarks. In addition, the European Commission submitted a pro-
posal in 2013 for a regulation on indices used as benchmarks; this regulation is designed to incorporate
the IOSCO principles into European law. The proposal intends to focus on critical benchmarks, make the
administration of indices more transparent and defuse potential conflicts of interest.

As a neutral index provider, Deutsche Börse Group supports the IOSCO principles. It has implemented
them for its subsidiary STOXX Ltd., Group-wide implementation is planned for 2015. It is not possible
at present to gauge the impact of the EU regulation on the Group’s business activities.

Other regulatory initiatives with an impact on financial market infrastructures
In June 2014, a revised legislative package on fighting market abuse and insider trading entered into
force (Market Abuse Directive and Regulation, MAD and MAR). The new rules also apply to new market-
places and OTC transactions and their scope has been extended to include new trading strategies as well
as all financial instruments. They will be specified in standards by the European Commission and ESMA
which Deutsche Börse Group, as an operator of regulated marketplaces, has to implement in 2017.

The fifth iteration of the Undertakings For Collective Investment In Transferable Securities Directive
(UCITS Directive) entered into force in 2014; it is not possible at present to gauge the impact on
Clearstream’s business activities.

Banking regulations
Basel III/CRD IV
The Basel Framework “Basel III” specifies the international environment for banking activities. In particu-
lar, Basel III introduced a revised definition of capital, furthermore, additional risk buffers for expected
losses, anticyclical capital buffers, a leverage ratio, stricter liquidity management requirements and closer
monitoring of liquidity positions by supervisory authorities. In the EU, the Basel III regulations are intro-
duced in a revised regulatory framework for banks and securities service providers in phases from
2014 to 2019. This so-called CRD IV package consists of the CRD IV Directive, which had to be im-
plemented in national law, and the Capital Requirement Regulation (CRR), which applies directly. In
Germany, the CRD IV Directive and the options exercised under the CRR were implemented effective
1 January 2014. To correct errors in the implementation of the Directive, the Finanzmarktanpassungs-
gesetz (German Financial Markets Harmonisation Act) was passed on 15 July 2014. In Luxembourg,
individual aspects of the CRD IV package have been implemented by way of implementing measures,
but final implementation of CRD IV and of the national options under the CRR had not been resolved as
at the beginning of 2015.

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Deutsche Börse Group corporate report 2014

Current developments in banking supervision law
In 2014 and at the beginning of 2015, the Basel Committee on Banking Supervision and the Financial
Stability Board made proposals to enhance the international framework for banking supervision and pub-
lished amendments to Basel III, which will have a far-reaching impact. Key elements of the revision are:

 Introduction for the first time of international rules to impose a quantitative limit on concentration risk

(large exposure rules)

 Comprehensive amendments to the rules for standardised approaches to measuring capital require-

ments for credit, market price and operational risk, credit risk mitigation and the definition of the trad-
ing book

 Revisions to the treatment of credit risk exposures to central governments and other public-sector

counterparties

 Further strengthening of the equity base of global systemically important banks (G-SIBs) with the aim
to avoid resolution if at all possible or – if that does not succeed – to ensure that resolution is possible
in an orderly manner

From Deutsche Börse Group’s perspective, the provisions will not have any material effect on the equity
base of its regulated companies in the short term: since the companies belonging to Deutsche Börse
Group already have comprehensive buffers, the additional capital requirements are expected to be rela-
tively moderate. Independent of the regulatory requirements, the Group will continuously analyse the
capitalisation of its regulated entities and will adjust it as necessary to improve risk coverage. The regu-
lated companies of Deutsche Börse Group have been designated as other systemically important banks
by the German and Luxembourg supervisory authorities. Here, too, the Group does not expect any in-
crease in capital to be required in the short term as a result of this designation.

Transparency of securities financing transactions
In January 2014, the European Commission issued a proposal for a regulation on the transparency of
securities financing transactions (Securities Financing Transaction Regulation, SFTR), which comple-
ments the proposed regulation on the introduction of a segregated banking system (ring-fencing proprie-
tary trading from deposit and lending business). The proposal is aimed at introducing a requirement to
report securities lending and repo transactions to so-called central trade repositories. In addition, the
proposal incorporates standardised rules for repledging collateral and for the reporting requirements of
investment funds providers with securities lending activities. It is not possible at present to gauge the
impact of comprehensive reporting requirements for securities lending transactions on Clearstream,
Eurex Clearing AG and REGIS-TR S.A.

Financial transaction tax
The discussions on the introduction of a financial transaction tax in eleven participating EU member
states were continued in 2014, however, they did not result in an agreement.

Business development

In the year under review, and especially in the first nine months, the capital market environment re-
mained challenging for financial services providers, and hence for Deutsche Börse Group. Political con-
flicts and economic instability, interest rates at record lows, low volatility in many asset classes and in-
creasing regulation all impacted market activity. The business environment for the Group only improved
towards the end of the year, driven by significantly higher volatility on the equity markets.

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105

 The economic situation in the euro zone remained tense, as did the geopolitical situation in the flash-
points in the Ukraine and the Middle East. Political and economic instability are giving rise to uncer-
tainty. This may lead to higher trading volumes in the short term, but has an inhibiting effect on the
market participants the longer it continues. In addition, a lack of investor confidence in the stable
long-term growth of the euro zone will prompt them to avoid Europe as an investment destination.
 From a macroeconomic perspective, the dominant factor in the year under review was again the ex-

pansionary monetary policy pursued by the main central banks. As from 11 June 2014, the European
Central Bank levied a negative deposit rate of –0.10 per cent for the first time, i.e. it demanded a fee
on the balances that commercial banks hold with the ECB. This negative interest rate was reduced fur-
ther, to –0.20 per cent, on 10 September. As a consequence, commercial banks in the euro zone have
started to charge negative interest rates to their customers. The Federal Reserve Bank (Fed) did not re-
verse its low interest rate policy either. Low interest rates can boost the cash market business because
they encourage investors to invest more in shares and other securities. In the derivatives market, how-
ever, they primarily hamper the business with long-term interest rate derivatives and reduce net interest
income from banking business generated in the Clearstream segment.

 Apart from the record low interest rate policies pursued by the central banks, low cash market volatility
influenced trading activity for much of the year under review. As a general principle, the lower the vola-
tility, the lower the trading volume. However, cash market volatility increased towards the end of the
third quarter and ended the year up on the previous year.

 Market participants are having to deal with regulatory projects, which are subject to continual changes
and delays; this, too, has led to caution among some market participants. Increased capital require-
ments and the decline in proprietary trading have also contributed to limiting trading participants’ activ-
ity on the derivatives market to sometimes little more than the minimum required for hedging purposes.
On the other hand, regulation gives Deutsche Börse Group an opportunity to showcase its liquidity and
collateral management services, which allow banks to deploy their capital as efficiently as possible.

Deutsche Börse Group’s diversified business model, which allows it to draw its income from a broad ba-
sis of different products and services, proved itself yet again in this challenging market environment. The
Group’s net revenue increased in all business segments, rising by 7 per cent in total to €2,043.0 million
in the year under review (2013: €1,912.3 million). The Group’s performance was boosted by a strong
fourth quarter of 2014: after a mixed performance in the first nine months, higher cash market volatility
led to a significantly improved result in the last quarter, especially in the Eurex and Xetra trading segments.

Deutsche Börse AG again increased investments in strategic projects designed to implement its three
strategic focus areas (see the section entitled
“Goals and strategy of Deutsche Börse Group”). The fact
that operating costs were nevertheless down year-on-year is due to non-recurring items in financial year
2013, primarily in relation to efficiency programmes and the settlement with the US Office of Foreign
Assets Control (OFAC). Adjusted for these factors, operating costs were up by 10 per cent year-on-year
to €1,068.8 million (2013: €967.6 million).

Changes to the basis of consolidation
European Energy Exchange AG (EEX) and its subsidiaries have been fully consolidated since 1 Janu-
ary 2014, after Deutsche Börse Group acquired control over EEX. Since then, the revenue and costs
generated by EEX have been allocated to the Eurex and Market Data + Services segments. EEX’s earn-
ings are therefore no longer included in the result from equity investments. For Eurex, this means an
increase in net revenue from transaction fees and other net revenue on the one hand and higher operating

106

Deutsche Börse Group corporate report 2014

costs on the other. For Market Data + Services, net revenue from the connectivity business has risen;
conversely, revenue from technology services provided to EEX, which was previously accounted for using
the equity method, has ceased.

Likewise, Impendium Systems Ltd, a provider of cloud-based software solutions located in London,
has been consolidated since 1 January 2014. Net revenue and costs are reported in the Market Data +
Services segment.

Clearstream Global Securities Services Limited (CGSS, formerly Citco Global Securities Services Ltd.),
a hedge fund custody infrastructure operator, was acquired by Clearstream and has been consolidated
since 3 October 2014. While revenue and costs have been allocated to the Clearstream segment since
that date, the assets managed by CGSS will only be included in Clearstream’s figures in the course of
the first quarter of 2015.

Results of operations

The first nine months of the year under review were dominated by extremely low stock market volatility.
Volatility increased only from September onwards, providing the basis for a very successful last quarter.
However, other cyclical factors, such as the continuing low interest rate policies pursued by the central
banks, continued to weigh on parts of the business, e.g. the net interest income from banking business
generated by Clearstream or the interest rate derivatives traded on Eurex. By contrast, the interest rates
had a stimulating effect on the cash market, because investors bought more shares or bonds.

Deutsche Börse Group’s net revenue rose by 7 per cent in financial year 2014 to €2,043.0 million
(2013: €1,912.3 million). In addition to the positive performance by the Clearstream, Xetra and MD+S

Net revenue by segment

EBIT by segment

€ millions

2,043.0

1,006.5

380.5

Market Data + Services

172.3

Market Data + Services

1,912.3

366.0

653.9

151.7

698.0

Clearstream

161.9

Xetra

740.7

802.6

Eurex

738.8

174.9

150.8

60.5

352.6

319.4

Clearstream

88.0

Xetra

426.8

Eurex

2013

2014

2013

2014

Services

2014

Responsibility

Governance Management report

Financial statements Notes

Report on economic position

107

segments, the increase in net revenue was also driven by the consolidation of the following compa-
nies:Impendium Systems Ltd and European Energy Exchange AG including Cleartrade Exchange Pte.
Limited in the first quarter of 2014 as well as Clearstream Global Securities Services Limited (CGSS,
formerly Citco Global Securities Services Ltd.) in the fourth quarter of 2014. Without these consolidation
effects in the amount of €71.3 million, net revenue increased by 3 per cent. Net revenue is composed
of sales revenue plus net interest income from banking business and other operating income, less
volume-related costs.

The contract volumes on Deutsche Börse Group’s derivatives exchanges (Eurex and ISE) declined:
Eurex’s futures and options trading volume fell by 4 per cent and the volume of US options traded on
the ISE by 5 per cent. Net revenue in the Eurex segment rose by 8 per cent to €802.6 million
(2013: €740.7 million). This is primarily due to the consolidation and growth of EEX, although
growth in equity index derivatives with higher margins also contributed to this revenue increase.

The cash market recorded a double-digit increase in trading volumes on all trading platforms (Xetra®, the
Frankfurt Stock Exchange, Tradegate). The year-on-year rise in index levels also had a positive effect on
the revenue generated because of the pricing model, which is based on the transaction value. As a result,
net revenue rose by 7 per cent to €161.9 million (2013: €151.7 million).

The post-trade services provided by the Clearstream segment expanded further in the year under re-
view: Clearstream recorded both increased business volumes and higher net revenue in its three main
business areas – custody, settlement and global securities financing. This more than offset the decline
in net interest income from banking business, which fell by 9 per cent in the year under review due to
persistently low interest rates, even though customer cash deposits at Clearstream rose further. In total,
net revenue in the Clearstream segment was up 7 per cent year-on-year, to €698.0 million (2013:
€653.9 million).

In the Market Data + Services segment, net revenue was €380.5 million, 4 per cent higher than in the
previous year (2013: €366.0 million). While the Information, Index and Tools business areas performed
well, net revenue generated in the Market Solutions business area decreased, mainly due to consolidation-
related factors.

Operating costs decreased by 6 per cent year-on-year in the reporting period to €1,114.8 million
(2013: €1,182.8 million). However, the 2013 figure included special factors totalling €215.2 million:
€86.2 million was primarily for the programme to increase operational efficiency launched in 2013,

Deutsche Börse Group key performance figures

Overview of operating costs

2014
€m

2013
€m

Change
%

Net revenue

2,043.0

1,912.3

Operating costs

1,114.8

1,182.8

EBIT

1,006.5

738.8

Consolidated net
income

Earnings per share
(basic) in €

762.3

478.4

4.14

2.60

– 6

2014
€m

2013
€m

472.4

476.0

Change
%

– 1

Staff costs

Depreciation,
amortisation and
impairment losses

124.8

118.8

Other operating expenses

517.6

588.0

Total

1,114.8 1,182.8

– 12

– 6

108

Deutsche Börse Group corporate report 2014

while an amount of €129.0 million in the Clearstream segment was incurred to settle proceedings
brought by the US Office of Foreign Assets Control (OFAC). In the 2014 reporting period, special factors
amounted to €46.0 million. They are primarily composed of efficiency programme costs (€17.4 million),
merger and acquisition costs (€9.4 million), costs incurred as a result of criminal investigations against
Clearstream Banking S.A. in the USA (€7.4 million) and costs of €5.1 million in connection with the
remuneration
departure of Reto Francioni preceding the expiration of his contract (for details see the
report). Adjusted for these non-recurring factors, operating costs increased by 10 per cent to €1,068.8
million (2013: €967.6 million). The following factors were the key drivers for the year-on-year increase
in costs of €101.2 million:

 The consolidation of EEX, Impendium, Cleartrade and CGSS increased operating costs by a total of

€61.5 million.

 Investments in growth projects and infrastructure, in particular for Eurex’s and Clearstream’s growth

initiatives in the area of risk and collateral management, increased by €27.3 million.

Staff costs, a key factor in operating costs, amounted to €472.4 million in 2014 (2013: €476.0 million).
Adjusted for special factors, staff costs rose by 10 per cent year-on-year to €460.7 million (2013:
€413.4 million). The increase is due to a rise in the average number of people employed in the year
under review, which was mainly the result of consolidation effects.

Depreciation, amortisation and impairment losses increased by 5 per cent to €124.8 million in the year
under review (2013: €118.8 million). This was primarily driven by higher investments in intangible
assets and property, plant and equipment in connection with the Group’s growth initiatives and infra-
structure measures.

Other operating expenses relate primarily to the costs of enhancing and operating Deutsche Börse
Group’s technological infrastructure, including, for example, costs for IT services providers and data
processing. In addition, other operating expenses include the cost of the office infrastructure at all the
Group’s locations as well as travel expenses, most of which are incurred in connection with sales activi-
ties. Because of the Group’s business model and the fact that the company does not normally distribute
its products and services to end customers, advertising and marketing costs only account for a very
small portion of the company’s operating expenses. Other operating expenses decreased to €517.6 mil-
lion in the year under review (2013: €588.0 million), driven primarily by non-recurring factors in the
previous year, e.g. Clearstream’s settlement with OFAC.

Key figures by quarter

Net revenue

Operating costs

EBIT

Consolidated net income for the period

Earnings per share (basic) in €

2014
€m

2013
€m

2014
€m

2013
€m

2014
€m

2013
€m

2014
€m

514.2

247.8

329.9

219.0

1.19

484.3

295.3

192.0

121.2

0.66

488.4

254.4

235.8

159.3

0.87

497.1

243.8

256.3

171.0

0.93

495.9

274.0

232.5

160.0

0.87

457.9

544.5

359.1

338.6

101.0

208.3

61.6

0.33

224.0

1.21

2013
€m

473.0

284.6

189.5

124.6

0.68

Services

2014

Responsibility

Governance Management report

Financial statements Notes

Report on economic position

109

Deutsche Börse Group’s result from equity investments amounted to €78.3 million (2013: €9.3 million).
The significant increase is attributable in particular to the following non-recurring income items: firstly,
€63.0 million in connection with the merger of Direct Edge Holdings, LLC (Direct Edge) and BATS Glo-
bal Markets, Inc. (BATS) at the end of January 2014. The revaluation of the shares in Direct Edge, in
which Deutsche Börse Group held around 32 per cent via its subsidiary ISE, resulted in a book profit of
€46.4 million. In addition, the Group received a special dividend of €16.5 million after the transaction
had been completed. The Group generated another one-off gain of €10.6 million because of the retro-
spective adjustment of the fair value of the consideration transferred as a result of the acquisition of EEX
as at 1 January 2014. Adjusted for these special factors, the result from equity investments amounted to
€8.6 million. As a result of the consolidation of EEX and Scoach, these companies no longer contribute
to the result from equity investments.

Deutsche Börse Group’s earnings before interest and tax (EBIT) increased by 36 per cent in the year un-
der review to €1,006.5 million (2013: €738.8 million). Adjusted for the above-mentioned exceptional
cost items and non-recurring items in the result from equity investments, the Group’s EBIT amounted to
€982.8 million, a 3 per cent increase year-on-year (2013: €954.0 million).

The Group’s financial result for the year under review was €–43.1 million (2013: €–70.7 million). The
improvement mainly resulted from the refinancing of the Group’s long-term financial liabilities, which
was completed in the second quarter of 2013. The successful placement of corporate bonds in March
2013 and in October 2012 allowed Deutsche Börse to refinance its outstanding non-current liabilities
maturing in 2013 on extremely favourable terms. 2014 was the first year in which the significant reduc-
tion in expenses for financial liabilities had a positive effect for the full year.

The effective Group tax rate was 18.1 per cent in 2014. Adjusted for non-recurring items, it was
26.0 per cent, as in the previous year. The adjustments include firstly the aforementioned special items
in operating costs. Secondly, the Group tax rate has been adjusted for a one-off gain of €84.9 million,
because it was possible for the first time to recognise deferred tax assets in respect of interest expenses
incurred since 2007 as a result of the financing structure established in connection with the acquisition
of ISE. This gain is partially offset by an expense of €6.0 million, which is mainly attributable to the re-
duction in deferred tax assets in respect of a tax loss carryforward.

Driven by the sharp rise in EBIT and the tax effect, Deutsche Börse Group also recorded a significant
year-on-year increase in consolidated net income for the period to €762.3 million (2013: €478.4 million).

EBIT and profitability by segment

Eurex

Xetra

Clearstream

Market Data + Services

Total

1) Based on net revenue

2014

2013

EBIT
€m

EBIT margin1)
%

426.8

88.0

319.4

172.3

1,006.5

EBIT
€m

352.6

60.5

150.8

174.9

738.8

EBIT margin1)
%

110

Deutsche Börse Group corporate report 2014

Excluding the special factors described above, consolidated net income was up 5 per cent year-on-year
to €669.4 million (2013: €636.8 million).

Non-controlling interests in net income for the period amounted to €26.2 million (2013: €16.8 million).
While non-controlling shareholders of STOXX Ltd. received €19.8 million (2013: €17.1 million), other
non-controlling shareholders shared in profit incurred in the amount of approximately €6.4 million.

Basic earnings per share, based on the weighted average of 184.1 million shares, amounted to €4.14
(2013: €2.60 for an average of 184.1 million shares outstanding). Adjusted for the special factors
described above, basic earnings per share rose to €3.63 (2013: €3.46).

Comparison of results of operations with the forecast for 2014
For 2014, Deutsche Börse Group had forecast net revenue of €1.9 billion to €2.1 billion, a moderate
increase in operating costs to €1.05 billion (excluding non-recurring items and consolidation effects from
the acquisition of Impendium, EEX, Cleartrade Exchange and CGSS), EBIT of between €0.85 billion and
€1.05 billion, and net income of €600 million to €750 million. This forecast was based on different
scenarios for the capital market environment and developments on the Group’s cash and derivatives
markets.

The conditions described earlier in the section on
business development and the continuing challeng-
es posed by the capital market environment were largely in line with the assumptions on which the fore-
cast was based. Thanks to the improved market environment in the fourth quarter, Deutsche Börse
Group generated net revenue in the top third of the forecast range.

Adjusted for special items, the Group’s operating costs rose by 10 per cent in financial year 2014 to
€1,068.8 million, driven mainly by consolidation effects as well as by increased investments in growth
and infrastructure projects. This is in line with the Group’s forecast, which had predicted a moderate
increase in operating costs.

EBIT is at the upper end of the forecast range, while net profit for the year is in the middle (adjusted
for special factors in both cases). Moreover, since the successful refinancing of the Group’s long-term
financial liabilities led to a significant reduction in interest expense, the Group achieved an adjusted
interest coverage ratio of 26.0, thus significantly above the minimum target of 16.

At Group level, Deutsche Börse aims to achieve a ratio of interest-bearing gross debt to EBITDA of no
more than 1.5. For 2014, the Group had expected the ratio to slightly undershoot this figure. Despite
the challenging business environment, especially in the first nine months of 2014, the Group met this
target, achieving a ratio of 1.5 after rounding up.

Comparison of results of operations with the forecast for 2014

Net revenue

Operating costs

EBIT

Net profit for the year

Gross debt / EBITDA

Forecast
€m

1,900 – 2,100

1,050

850 – 1,050

600 – 750

<1.5

Result
€m

2,043.0

1,068.8

982.8

669.4

1.47

Services

2014

Responsibility

Governance Management report

Financial statements Notes

Report on economic position

111

Segment key figures (adjusted)

Eurex

Xetra

Clearstream

Market Data + Services

2014
€m

802.6

438.8

372.0

2013
€m

740.7

370.0

375.8

2014
€m

2013
€m

161.9

151.7

73.5

88.8

87.1

68.6

2014
€m

698.0

358.9

339.1

2013
€m

653.9

335.0

319.1

2014
€m

380.5

197.6

182.9

2013
€m

366.0

175.5

190.5

Net revenue

Operating costs

EBIT

Eurex segment
The performance of the Eurex derivatives segment largely depends on the trading activities of institu-
tional investors and proprietary trading by professional market participants. The segment’s revenue is
therefore generated primarily from the combined transaction fees that Eurex charges for trading and
clearing derivatives contracts.

Revenue is primarily driven by the derivatives traded on Eurex Exchange: equity index derivatives ac-
counted for 43 per cent of net revenue, interest rate derivatives 21 per cent and equity derivatives 4 per
cent. US options traded on the International Securities Exchange (ISE) accounted for 10 per cent of net
revenue. The commodities and commodities derivatives traded on the European Energy Exchange (EEX)
and Eurex Exchange contributed 8 per cent and trades on Eurex Repo 5 per cent to the segment’s net
revenue. The “other” item (9 per cent) includes, among other things, the participation fees paid by ISE
market participants.

The macroeconomic environment in 2014 posed major challenges for exchange organisations, and es-
pecially for their trading and clearing businesses: key interest rates at record lows, the fragile economic
situation in the euro zone, low inflation and in some cases deflationary tendencies. In addition, there
were far-reaching regulatory reform projects in the financial services industry that may result in structural
costs for market participants and require adjustments to their business models in some cases. Increased
capital requirements and a decline in proprietary trading also put a damper on trading activity. In the
first nine months of 2014, stock market volatility was again below the prior-year level. Volatility only
started to increase again from the end of the third quarter, driven by, among other things, the rouble cur-
rency crisis and hints by the Federal Reserve that it could end its loose monetary policy in 2015. This
resulted in higher demand for hedging among market participants, for which Deutsche Börse Group’s
derivatives exchanges provide suitable instruments. Consequently, business development was rather
sluggish in the first eight months, especially for equity index derivatives, but picked up significantly from
September onwards.

In total, 2,097.9 million contracts were traded on Deutsche Börse Group’s derivatives exchanges
(Eurex and ISE) in 2014, a year-on-year decline of 4 per cent (2013: 2,191.9 million). This is equiva-
lent to a daily average of around 8.3 million contracts (2013: 8.7 million). Eurex generated a trading
volume of 1,490.5 million futures and options contracts, down 4 per cent on the previous year (2013:
1,553.1 million). The volume of US options traded on ISE declined by 5 per cent to 607.4 million
contracts (2013: 638.8 million). By contrast, commodities trading flourished, recording two- and three-
digit growth rates for power and gas products, while average outstanding volumes in the repo business
decreased slightly to €214.6 billion (2013: €222.6 billion).

112

Deutsche Börse Group corporate report 2014

Net segment revenue increased by 8 per cent to €802.6 million (2013: €740.7 million). Operating
costs rose by 15 per cent. In 2013, special factors of €23.2 million had had a negative impact on
costs; these factors amounted to €14.9 million in the year under review. Eurex’s EBIT increased to
€426.8 million (2013: €352.6 million). €63.2 million of net revenue was attributable to EEX trans-
action fees and other EEX revenue; EEX has been fully consolidated since the first quarter of 2014.
EEX contributed €47.2 million to costs.

As in the previous year, Eurex index derivatives were the product group with the highest trading volume.
Trading of these derivatives increased by 10 per cent year-on-year to 715.0 million contracts (2013:
649.8 million). The increase is primarily due to higher volatility in the fourth quarter compared with the
previous year. Contracts on the EURO STOXX 50® index were by far the most commonly traded products
(293.8 million futures and 241.3 million options). In addition, various sector indices are increasingly
enjoying improved market acceptance, leading to broader diversification of the net revenue Eurex gene-
rates from trading in equity index derivatives. This amounted to €344.8 million in the year under review,
an increase of 6 per cent on the previous year (2013: €325.3 million).

Eurex segment: key figures

Financial key figures

Net revenue

Operational costs

EBIT

2014

€m

802.6

453.7

426.8

2013

€m

740.7

393.2

352.6

Financial derivatives: trading volume on Eurex Exchange and ISE

m contracts

Total Eurex and ISE1)

Total Eurex derivatives1)

European equity index derivatives2)

Eurex interest rate derivatives

Eurex equity derivatives2)

Eurex other derivatives3)

US options (ISE)

2,097.9

1,490.5

715.0

461.3

303.5

10.7

607.4

2,191.9

1,553.1

649.8

509.6

385.8

7.9

638.8

Commodities4): trading volume on EEX

TWh / m t C02

Electricity

Gas

Emissions trading

Repo business4): average outstanding volume on Eurex Repo®

Total (single-counted)

GC Pooling®

Euro market

CHF market

1,570.4

568.0

533.7

€bn

214.6

158.5

41.0

15.1

1,264.0

222.9

850.3

€bn

222.6

153.8

36.5

32.3

1) Prior-year figures adjusted for flexible options (+0.7 million contracts)
2) Dividend derivatives have been allocated to the equity index and equity derivatives.
3) Includes other asset classes, such as ETF, volatility, agricultural, precious metal and foreign exchange derivatives
4) Volume traded on EEX in terawatt-hours (TWh) for power and gas trading and in CO2 tonnes for trading in emission rights

Change

– 4

– 9

– 21

– 5

155

– 37

– 4

– 53

Services

2014

Responsibility

Governance Management report

Financial statements Notes

Report on economic position

113

The volume of Eurex’s equity derivatives contracts (single-stock options and futures) traded in the year
under review dropped by 21 per cent to 303.5 million (2013: 385.8 million). Net revenue from equity
derivatives decreased to €34.3 million (2013: €40.2 million).

Trading volumes in the interest rate derivatives product group on Eurex fell 9 per cent to 461.3 million
contracts in the year under review (2013: 509.6 million). This was impacted by the interest rate policy
pursued by the European Central Bank, which has now cut its deposit rate for banks to –0.20 per cent.
By contrast, demand for derivatives on French and Italian government bonds continued to rise, increas-
ing by 65 per cent year-on-year to 38.6 million contracts traded (2013: 23.4 million). These products
had been introduced in stages on Eurex since 2009 to expand the exchange’s long-term European
interest rate derivatives offering. Net revenue from trading and clearing interest rate derivatives fell by
10 per cent to €165.2 million (2013: €183.9 million).

Market participants on the US options exchanges ISE and ISE Gemini traded 607.4 million contracts in
the year under review (2013: 638.8 million). ISE’s and ISE Gemini’s market share of US equity options
was 15.8 per cent (2013: 17.0 per cent) in a highly competitive market. ISE’s net revenue from US
options was down 9 per cent to €83.0 million (2013: €91.5 million). ISE is planning to launch a third
trading segment, ISE Mercury, to access further market segments, and has applied for an additional ex-
change licence. The plan is for ISE Mercury to commence trading in the first half of 2015; like ISE and
ISE Gemini, it will use Deutsche Börse Group’s existing T7 technology platform.

EEX became a fully consolidated subsidiary as at 1 January 2014. EEX is the leading European energy
exchange and trading venue for power derivatives, natural gas and CO2 emission allowances on the de-
rivatives and spot markets, as well as for coal and Guarantees of Origin (certificates which can be used
to label units of power, e.g. to prove that a consumed MWh was generated from renewable sources).
EEX recorded a strong financial year. Power trading increased by 24 per cent in 2014 to 1,570.4 TWh
(2013: 1,264.0 TWh). Trading of gas products increased by 155 per cent to 568.0 TWh (2013:
222.9 TWh). In emission rights trading, 533.7 million tonnes of CO2 were traded, a year-on-year de-
crease of 37 per cent (2013: 850.3 million tonnes of CO2). In order to concentrate trading in agricul-
tural derivatives at EEX, the agricultural derivatives previously available on Eurex Exchange will be of-
fered on EEX from 2015. This move will allow customers to access a standardised offering of commodity
derivatives contracts from a single market source. As at 1 January 2015, EEX became the majority
shareholder in Powernext SA, with an interest of 55.8 per cent. This will enable it to further expand its
position as a central marketplace for energy and energy-related products. From 2015, trading in natural
gas products will be pooled at Powernext, and power trading at EEX. Net revenue from commodities
trading amounted to €63.9 million in 2014.

Eurex Repo®, the marketplace for the collateralised money market in euros and Swiss francs, as well as
for the GC Pooling® (General Collateral Pooling) offering, is benefiting from the general demand among
investors for collateralised money market transactions. In the euro market, the average outstanding vol-
ume increased by 12 per cent to €41.0 billion (2013: €36.5 billion). At €15.1 billion, the volume of
the repo market in Swiss francs halved compared with the previous year (2013: €32.3 billion). The rea-
son is the Swiss National Bank’s decision to stop issuing its own money market instruments (SNB bills).
In GC Pooling (the collateralised money market trading facility operated jointly by Eurex Repo with Eurex
Clearing and Clearstream), average outstanding volumes were €158.5 billion in 2014, an increase of

114

Deutsche Börse Group corporate report 2014

3 per cent (2013: €153.8 billion). In total, the average outstanding volume on Eurex Repo declined by
4 per cent to €214.6 billion in 2014 (2013: €222.6 billion, single-counted for both years). Net revenue
in the repo business increased to €37.5 million (2013: €34.2 million).

Besides derivatives trading, Deutsche Börse Group also operates Eurex Clearing, Europe’s leading clear-
ing house. In 2012, Eurex Clearing launched EurexOTC Clear, the new clearing offering for over-the-
counter (OTC) interest rate swaps. By linking to EurexOTC Clear, market participants can clear OTC de-
rivatives via the central counterparty in advance of the introduction of a clearing obligation for these fi-
nancial instruments when the European Market Infrastructure Regulation (EMIR) is implemented. At the
end of 2014, the total value of interest rate swap transactions cleared up to that date exceeded the
€100 billion mark.

On 10 April 2014, Eurex Clearing received an EMIR clearing house licence from the Bundesanstalt für
Finanzdienstleistungsaufsicht (BaFin, the German Federal Financial Supervisory Authority). The granting
of the licence confirms that Eurex Clearing is fully EMIR compliant. This means that Eurex Clearing can
already provide services to its participants to help them prepare for the impending clearing obligation for
derivatives.

Eurex continued to diversify its product portfolio in the year under review to offer market participants as
many different alternatives as possible for hedging or implementing their trading strategies. New prod-
ucts introduced in the year under review include short-term EURIBOR interest rate derivatives; foreign
exchange (FX) derivatives on the main currency pairs (EUR/USD, EUR/GBP, EUR/CHF, GBP/USD,
GBP/CHF and USD/CHF); a listed variance future on the EURO STOXX 50 equity index and interest rate

Net revenue in the Eurex segment

Net revenue in the Xetra segment

€ millions

740.7

65.6

34.2

91.5

40.2

802.6

73.9

37.5

63.9

83.0

34.3

Other

Repo

Commodities 1)

US options

161.9

31.6

Other 1)

151.7

31.0

European equity derivatives

28.0

29.9

Central counterparty
for equities

183.9

165.2

European interest rate
derivatives

325.3

344.8

European index derivatives

92.7

100.4

Trading 2)

2013

2014

2013

2014

1) Commodities and commodities derivatives traded at EEX and Eurex

1) Including revenue from listing and Eurex Bonds
2) The position "Trading" includes the Xetra ® electronic trading system,

Börse Frankfurt as well as structured products trading.

Services

2014

Responsibility

Governance Management report

Financial statements Notes

Report on economic position

115

swap derivatives. Eurex’s dividend and volatility derivatives demonstrate that new products can generate
sustainable growth in the medium term. Introduced in 2008 and 2009 and continuously expanded
since then, trading in these derivatives again increased by a double-digit percentage, to 9.7 million con-
tracts for dividend derivatives (2013: 7.1 million) and 10.3 million contracts for volatility derivatives
(2013: 7.3 million).

The Eurex segment reached a major milestone in its Asia strategy with the launch of the Eurex/TAIFEX
link on 15 May 2014. In line with the model for trading derivatives on KOSPI, the Korean benchmark
index, the link allows Eurex participants to trade and clear futures and options on the Taiwanese bench-
mark index, TAIEX, as daily expiring contracts on Eurex Exchange. In connection with this, United Over-
seas Bank (UOB), Singapore, became the first Asian-based clearing member. The first months of trading
proved market participants’ interest in this product, with some 212,980 contracts traded and cleared by
the end of the year. Furthermore, in the first quarter of 2014, EEX acquired a majority interest in Clear-
trade Exchange, a Singapore-based futures exchange founded in 2010. The creation of a joint interna-
tional product offering in the commodities area in cooperation with Cleartrade will allow EEX to expand
both its portfolio and its reach. However, the most important project in the expansion into Asia is the
establishment of a clearing house in Singapore (see the
report on opportunities). In January 2015,
Deutsche Börse Group received ‘in-principle’ regulatory clearance from the local financial supervisory
authority to set up a clearing house.

Xetra segment
The Xetra segment generates most of its net revenue from trading and clearing cash market securities.
The primary sales driver, accounting for 62 per cent, was net revenue from trading. The central counter-
party (CCP) for equities operated by Eurex Clearing AG contributed 18 per cent to the segment’s net rev-
enue; the net revenue of the CCP is determined to a significant extent by trading activities on Xetra. The
“other” item (20 per cent of net revenue in total) comprises listing fees and the net revenue generated by
Eurex Bonds. Listing fees predominantly come from existing company listings and admissions to trading.

Net revenue in the Xetra segment rose by 7 per cent to €161.9 million (2013: €151.7 million). Operat-
ing costs in the Xetra segment decreased by 22 per cent. Special factors – primarily for efficiency pro-
grammes, which had had a negative impact of €8.1 million in financial year 2013 – only amounted
to €0.8 million in the year under review. As a result, EBIT increased significantly to €88.0 million
(2013: €60.5 million).

The record low interest rates and the relatively good results of operations reported by German companies
had a positive effect on share trading. In contrast, the fragile economic situation in the euro zone and
the low stock market volatility experienced during much of the year had a negative impact. After a strong
first quarter, trading activity slowed in the course of the year. At the beginning of the fourth quarter, vola-
tility increased substantially compared with the previous year, also driving up trading volumes in the
cash market. In the 2014 financial year, securities with a total volume of €1.28 trillion were traded on
Deutsche Börse Group’s cash markets (2013: €1.16 trillion). They include shares and bonds from Ger-
man and international issuers, exchange-traded funds (ETFs) and exchange-traded commodities (ETCs)
as well as units in actively managed retail funds and structured products. The key players on Deutsche
Börse’s platforms are institutional investors and other professional market participants.

Institutional, private and international investors primarily trade on Xetra, the electronic trading platform. As
a result, Xetra generates by far the highest trading volume. This volume (measured in terms of order book

116

Deutsche Börse Group corporate report 2014

turnover, single-counted) rose by 12 per cent in the year under review to €1,179.9 billion (2013:
€1,058.2 billion). The number of transactions increased by 6 per cent to 203.1 million (2013: 191.2 mil-
lion). The average value per Xetra transaction rose to €11.6 thousand (2013: €11.0 thousand). In addi-
tion to Xetra, Deutsche Börse operates trading at the Frankfurt Stock Exchange and holds a 75 per cent
interest in Tradegate Exchange. The volume (single-counted) traded on the Frankfurt Stock Exchange
was €51.6 billion (2013: €46.0 billion). Of this amount, €15.6 billion was attributable to structured
products, around 2 per cent more than in the previous year. The trading volume generated by Tradegate
Exchange increased by 13 per cent to €51.1 billion (2013: €45.3 billion).

Due to the low interest rate environment and low new issuance activity, the trading volume on Eurex
Bonds, the international electronic platform for interbank bond trading, declined to €88.3 billion
(2013: €116.6 billion, single-counted for both years).

Deutsche Börse has operated Europe’s leading marketplace for ETFs since 2000. It offers investors the
largest selection of ETFs of all European exchanges: as at 31 December 2014, 1,044 ETFs were listed
(2013: 1,037 ETFs). The assets under management held by ETF issuers amounted to €286.3 billion
at the end of the year, a year-on-year increase of 25 per cent (31 December 2013: €229.6 billion).
Trading volumes rose by 18 per cent to €135.7 billion (2013: €114.7 billion). The most heavily traded
ETFs continue to be based on the European STOXX equity indices and on the DAX® index.

Besides the marketplace for ETFs, Deutsche Börse also operates a segment for exchange-traded com-
modities (ETCs). ETCs reflect the performance of single commodities or entire commodity sectors, such
as energy, agricultural commodities, or precious metals. Xetra-Gold®, a bearer bond issued by Deutsche
Börse Commodities GmbH and backed by physical gold, is the most successful ETC product. In the year
under review, the stabilisation of the gold price led to an increase in the volume held: as at 31 Decem-
ber 2014, Deutsche Börse Group had 49.8 tonnes of gold in custody (2013: 45.5 tonnes). Given a gold
price of €31.31 per gram (closing price on 31 December 2014), the value of the gold was equivalent to
€1.6 billion (2013: €1.3 billion).

In the listing business, Deutsche Börse AG recorded 39 new admissions (19 initial listings and 20
transfers) in the year under review. Ten of the initial listings were initial public offerings (IPOs); seven
of these were in the Prime Standard, two in the General Standard and one in the Entry Standard. In ad-
dition, there was a private placement in the Prime Standard. The total placement volume in 2014 stood
at around €4 billion. The largest IPO in 2014 was that of Rocket Internet AG, which had a volume of

Xetra segment: key figures

Financial key figures

Net revenue

Operating costs

EBIT

Cash market: trading volume (single-counted)

Xetra®

Frankfurt Stock Exchange1)

Tradegate

2014

2013

Change

€m

161.9

151.7

74.3

88.0

95.2

60.5

€bn

1,179.9

1,058.2

51.6

51.1

46.0

45.3

– 22

1) Since Q3/2013 including certificates and warrants due to the consolidation of Börse Frankfurt Zertifikate AG; €15.6 billion are attributable to certificates and war-

rants in 2014.

Services

2014

Responsibility

Governance Management report

Financial statements Notes

Report on economic position

117

around €1.6 billion. Likewise, companies that were already listed made use of the ability to implement
capital increases to raise around €20.1 billion in 2014. The option of issuing bonds in the Entry Stan-
dard, introduced in 2011, was a significant success in 2014: nine companies used the Entry Standard
to raise debt capital. The issue volume as given in the prospectuses amounted to a total of €385 million.
The issue volume as given in the prospectuses for the four companies that opted for the Prime Standard
segment for corporate bonds amounted to €450 million. The Prime Standard for corporate bonds is
aimed at larger listed and unlisted companies.

Xetra continued to develop its trading technology in 2014. Ongoing investments in the performance of
the trading system ensure that trading is reliable, fair and orderly, even during times of peak use. Intro-
duced in December, the new version of the trading system (Release 15.0) primarily gives trading partici-
pants new, targeted risk management functions. Moreover, Deutsche Börse worked together with market
participants to develop an innovative share buy-back process.

In February, Deutsche Börse acquired, for a low single-digit million amount (in sterling), a minority in-
terest in the UK company Bondcube Limited, which is developing an innovative trading system for fixed-
income securities. The system is to be launched in the first half of 2015. In December, Deutsche Börse
exercised options to buy shares in Tradegate AG, measuring its interest in the company from around
5 per cent to just under 15 per cent. Tradegate AG is a securities trading bank that provides liquidity
on several German exchanges, in particular Tradegate Exchange.

Clearstream segment
Clearstream provides the post-trade infrastructure for bonds, equities and investment funds. In addition,
Clearstream offers custody services for securities from 54 markets worldwide. The custody business was
the key contributor to Clearstream’s net revenue, generating 51 per cent. Net revenue in this business is
mainly driven by the volume and value of securities under custody, which determines the deposit fees.
The settlement business accounted for 18 per cent of Clearstream’s net revenue. It depends heavily
on the number of settlement transactions processed by Clearstream, both via stock exchanges and
over-the-counter (OTC). The Global Securities Financing (GSF) business, which includes triparty repo,
GC Pooling, securities lending and a wide range of collateral management services, contributed 9 per
cent to the segment’s net revenue. Net interest income from Clearstream’s banking business contrib-
uted 5 per cent to Clearstream’s net revenue. Other business activities including reporting services
accounted for a 17 per cent share of total net revenue.

Clearstream’s net revenue increased to €698.0 million in the year under review (2013: €653.9 million),
due to growth in all business areas. Operating costs dropped to €378.6 million (2013: €503.3 million);
the 2013 operating costs had included special factors such as the settlement payment made in the
context of the OFAC investigation and costs for efficiency programmes totalling €168.3 million (2014:
€19.7 million). As a result, EBIT more than doubled to €319.4 million (2013: €150.8 million).

In the custody business, the average value of securities under custody in 2014 increased to a new
record level of €12.2 trillion (2013: €11.6 trillion). This was due to new client acquisitions and the
appreciation in value of existing customer portfolios, both on the international and the domestic markets.
The international custody business, which is mainly driven by the amount of outstanding bonds traded

118

Deutsche Börse Group corporate report 2014

over the counter, increased by 6 per cent to €6.5 trillion (2013: €6.1 trillion). The custody volume
of the German domestic market is mainly determined by the market price of the shares, funds and
structured products traded on the German cash market. The value of securities under custody rose
to €5.7 trillion (2013: €5.5 trillion). In the custody business, net revenue was up by 6 per cent to
€355.4 million in 2014 (2013: €336.0 million).

The number of settlement transactions (domestic and international) processed by Clearstream saw a
4 per cent increase in 2014 to 126.3 million (2013: 121.0 million). International transactions grew
by 6 per cent to 43.6 million altogether (2013: 41.1 million); OTC transactions, which accounted for
83 per cent of Clearstream’s international settlement business, recorded a 6 per cent rise while stock
exchange transactions, which had a 17 per cent share of the international settlement business, increased
by 7 per cent year-on-year. In the domestic German market, settlement transactions grew by 4 per cent
to 82.7 million (2013: 79.9 million). Here, a majority (63 per cent) were stock exchange transactions,
while OTC business accounted for 37 per cent of transactions. Both stock exchange and OTC trans-
actions on the domestic market were up in 2014. OTC transactions recorded a 10 per cent increase,

Clearstream segment: key figures

Financial key figures

Net revenue

Operating costs

EBIT

Custody

Value of securities under custody (average value during the year)

international

domestic

Settlement

Securities transactions

international – OTC

international – on-exchange

domestic – OTC

domestic – on-exchange

Global Securities Financing

Monthly average

Average daily cash balances

Total1)

euro

US dollar

other currencies

1) Includes some €1.3 billion currently or formerly blocked by EU and US sanctions (2013: €1.4 billion)

2014

2013

Change

€m

698.0

378.6

319.4

€m

653.9

503.3

150.8

€bn

12,215

11,626

6,495

5,720

6,146

5,480

126.3

121.0

36.3

7.3

30.9

51.8

34.2

6.9

28.2

51.7

€bn

609.8

576.5

11,859

10,765

4,975

5,233

1,651

4,361

4,517

1,886

– 25

112

– 12

Services

2014

Responsibility

Governance Management report

Financial statements Notes

Report on economic position

119

thereby driving overall growth. Net revenue in the settlement business rose by 12 per cent to €125.0 mil-
lion (2013: €112.0 million). In addition to the higher number of transactions, the increase in net reve-
nue is attributable to an additional fee that Clearstream is collecting temporarily to cover the costs of
adapting to TARGET2-Securities.

In the Global Securities Financing business, the average outstanding volume rose to €609.8 billion
(2013: €576.5 billion). While the long-term refinancing operations (LTROs) introduced by the European
Central Bank negatively impacted the GSF business as a whole, the GC Pooling service, offered in coop-
eration with Eurex, continued to show a strong growth in outstandings (see the
tion). Net revenue in the GSF business increased to €64.5 million (2013: €57.8 million).

“Eurex segment” sec-

Average customer cash deposits grew year-on-year by 10 per cent to €11.9 billion (2013: €10.8 bil-
lion). This includes an average amount of some €1.3 billion (2013: €1.4 billion), which was not avail-
able as a result of the blocking of certain accounts in line with European and US sanction programmes.
Net interest income from Clearstream’s banking business fell by 9 per cent to €32.8 million in 2014
(2013: €35.9 million). The decline in net interest income reflects the low level of interest rates. The rate
for the euro deposit facility, which is relevant for Clearstream’s net interest income from banking busi-
ness was further reduced by the ECB to negative interests in the course of 2014 (–0.10 per cent on
11 June 2014 and once again to –0.20 per cent on 10 September 2014).

Clearstream’s Investment Funds Services keep growing. In the year under review, Clearstream processed
8.8 million transactions, 12 per cent more than in the previous year (2013: 7.9 million). More than
125,000 mutual funds and 23,000 hedge funds from 34 jurisdictions are available for order routing
through Clearstream’s Vestima® platform.The assets held under custody at Investment Funds Services
form part of Clearstream’s total custody volume; they were €327.4 billion on average in 2014, up
24 per cent year-on-year (2013: €265.0 billion).

To further expand its investment funds business, Clearstream has acquired Citco Global Securities Ser-
vices Ltd. (CGSS). As of 3 October 2014, Clearstream owns CGSS in Cork, Ireland. The new subsidiary
provides hedge fund trade execution and custody processing services for financial institutions. CGSS has
been renamed to Clearstream Global Securities Services Limited. and has been fully consolidated since
Q4/2014. The additional business of CGSS’ hedge fund custody operation enables Clearstream to fast-
track standardisation and automation initiatives in the hedge fund industry. The new entity is Clear-
stream’s largest operational centre for investment funds and complements the alrezady existing mutual
fund servicing centres in Luxembourg, Prague and Singapore. Until Citco Bank’s financial institution cus-
tomers have fully migrated to Clearstream (planned for Q1/2015), the involved asset volumes are still
serviced on behalf of Citco Bank and will neither be fully included in Clearstream’s assets under custody
volumes nor be included in the number of investment fund transactions.

One of Clearstream’s strategic objectives in the year under review was to accelerate the expansion of
its offering for efficient collateral management for financial and non-financial institutions. Through its
Global Liquidity Hub, Clearstream provides an integrated collateral management environment that allows
sellside and buyside customers (i.e. corporates, asset managers) to use the assets that are available
as collateral on a reliable, optimised and cost-effective basis. The reach of the Global Liquidity Hub is

120

Deutsche Börse Group corporate report 2014

constantly being extended through new collateral management partnerships with local custodians, trad-
ing platforms, clearing houses and other market infrastructures such as CSDs across the globe. 2014
saw the following updates to the Liquidity Hub partnerships:

 Liquidity Hub Connect for local custodians: the solution for BNP Paribas Securities Services went live
in 2013 and Citibank and Standard Chartered Bank followed suit in 2014. Deutsche Bank signed a
letter of intent in 2014 to join the service.

 Liquidity Hub GO has been live with all founding members of the Liquidity Alliance, a strategic coope-
ration between central securities depositories on collateral management, since 2013: Cetip (Brazil),
ASX (Australia), Strate (South Africa) and Iberclear (Spain). In addition to Canada’s CDS, Singapore’s
SGX and Norway’s VPS signed letters of intent this past year.

TARGET2-Securities (T2S) is the system to harmonise European cross-border securities settlement in
central bank money designed by the Eurosystem. Clearstream will offer harmonised collateral manage-
ment and securities lending services for customers of its International Central Securities Depository
(ICSD) and its Central Securities Depositories (CSDs) in Germany and Luxembourg to offer its customers
the full benefits of T2S. Once Clearstream joins T2S in 2016, customers will be able to pool their assets,
including fixed-income, equities and funds, at the CSDs as their gateway to T2S while continuing to
benefit from the ICSD’s securities lending and collateral management services. For example, it will be
possible to settle tri-party repos in commercial bank money (multi-currency) or central bank money
(Euro) with assets held at the ICSD and at the CSDs.

Net revenue in the Clearstream segment

Net revenue in the Market Data + Services
segment

€ millions

698.0

32.8

Net interest income from
banking business

120.3

Other 1)

64.5

Global Securities Financing

125.0

Settlement

653.9

35.9

112.2

57.8

112.0

380.5

33.1

Market Solutions

108.2

Tools

366.0

36.7

107.4

76.6

90.4

Index

336.0

355.4

Custody

145.3

148.8

Information

2013 2)

2014

2013

2014

1) Including Connectivity and Reporting
2) 2013 ﬁ gures of selected business areas restated due to changes in

internal reporting; no restatement of total net revenue

Services

2014

Responsibility

Governance Management report

Financial statements Notes

Report on economic position

121

Collateral management is a service of key strategic importance to Clearstream – especially in the future
market environment with T2S. A cornerstone of the T2S strategy is the harmonisation of asset servicing.
Clearstream announced in April 2014 that it was working with BNP Paribas Securities Services, Intesa
Sanpaolo and the Spanish bank BBVA to develop an enhanced asset servicing model for the T2S market
environment. In this model, Clearstream will connect via its CSD to the T2S platform, hence attracting
settlement flows, while the custodian bank partners will handle asset servicing at a domestic market
level, bringing with them their local market expertise. Clearstream will capitalise on the opportunities
presented by T2S by consolidating its ICSD and CSD holdings. In this way, Clearstream will be able to
offer its clients the security of Central Bank Money settlement for T2S markets via its German CSD, the
biggest CSD in the T2S area, as well as the reach of Commercial Bank Money settlement in the global
markets offered by the ICSD in Luxembourg.

Clearstream is systematically extending its market position by connecting new markets. In the year under
review, Clearstream strengthened its involvement in Asia by launching its services for the Taiwanese
market in September 2014 to support the development of the local foreign currency denominated bond
market. This includes the newly created “Formosa Bonds” – the renminbi denominated bond issued in
Taiwan. In November 2014, Clearstream started to offer a range of settlement and custody services for
China A shares via its existing Hong Kong link.

2014 has been an important year for REGIS-TR, the European trade repository owned by Clearstream
and Iberclear, the Spanish CSD. The European Market Infrastructure Regulation’s (EMIR) trade reporting
requirements for exchange-traded derivatives and over-the-counter (OTC) derivatives were implemented
on 14 February 2014 and customers had to be ready by then. By the end of 2014, over 1 billion trans-
actions have been registered by REGIS-TR.

Market Data + Services segment
The Market Data + Services segment’s business areas were renamed in the course of internal restructur-
ing measures. Some products and the related net revenue were reallocated to these business areas. The
net revenue of the segment is composed of the Information (39 per cent), Index (24 per cent), Tools
(28 per cent) and Market Solutions (9 per cent) business areas.

Market Data + Services’ net revenue increased by 4 per cent in the year under review, to €380.5 million
(2013: €366.0 million). With operating costs up slightly on the previous year and special factors (large-
ly relating to efficiency programmes) of €10.6 million, the segment’s EBIT amounted to €172.3 million
(2013: €174.9 million). The consolidation of EEX and Impendium Systems Ltd as from the first quarter
of 2014 and of Börse Frankfurt Zertifikate AG (formerly Scoach) as from the third quarter of 2013 also
affected the segment’s results. In total, the consolidation effects reduced the segment’s net revenue by
€3.2 million.

The segment’s core business is the distribution of capital market information, technology and infrastruc-
ture services to customers worldwide. These include realtime trading and market signals such as the
AlphaFlash® algorithmic news feed as well as indices such as EURO STOXX® and DAX. Capital market
participants subscribe to receive this information, which they then use themselves, process, or pass on.
The segment generates much of its net revenue on the basis of long-term arrangements with customers
and is relatively independent of trading volumes and volatility on the capital markets.

122

Deutsche Börse Group corporate report 2014

The Information business area (formerly Trading Signals) mainly involves the distribution of licences for
realtime trading and market signals and for the provision of data to the back offices of financial services
providers. The business remained largely stable in the year under review: Market Data + Services
generated net revenue from trading signals of €148.8 million (2013: €145.3 million). Data and key
indicators are increasingly used by market participants in automated trading applications, and demand
for direct connectivity increased in line with this. On the other hand, regulatory efforts to monitor auto-
mated trading orders more tightly led to uncertainty in the trading departments of banks and financial
services institutions. In addition, user numbers are declining due to structural changes and consolidation
in the financial services industry. To expand its business further, the segment launched a number of
different initiatives:

 Deutsche Börse signed a deal with the Shanghai Stock Exchange, which will act as the exclusive dis-
tributor and licensor of Deutsche Börse market data in mainland China. Chinese customers now have
fast and reliable access to Deutsche Börse’s key market data streams.

 Since April 2014, MD+S has had exclusive marketing rights for the data belonging to BSE (formerly

Bombay Stock Exchange) in all markets outside of India.

 Deutsche Börse has signed a letter of intent with the Philippine Stock Exchange that will potentially see
the two exchanges collaborate on market data. The planned focus is on the licensing of market data,
expansion of distribution channels for real-time data, product development and innovation.

 Deutsche Börse acts as the exclusive global licensor for Cleartrade Exchange, a Singapore-based regu-
lated futures exchange in which EEX holds a controlling interest; it will also distribute the company’s
market data products on key commodity derivatives. This will allow Deutsche Börse customers to use
data on important derivatives of the fast expanding Asian commodities market.

 The cooperation with Australia’s Westpac Institutional Bank also focuses on the Asian growth markets.
Westpac and MNI Indicators, a Deutsche Börse AG subsidiary, launched an independent monthly re-
port on the consumer climate in China, the Westpac MNI China Consumer Sentiment Survey, at the
end of May. The report aims to become the primary reference point for key decision makers around the
world, enabling them to better understand the current and future development of the Chinese economy,
particularly the household sector.

 Since November, Deutsche Börse has distributed bond indices and government bond prices for the
most highly developed African countries, giving investors wanting to get involved in these emerging
markets objective and transparent market data.

 Since December, derivatives market participants have had access to the “Eurex IOC Liquidity Indicator
for Options”, a new analytical indicator that provides detailed insight into trading of the most heavily
traded Eurex Exchange option products.

Market Data + Services segment: key figures

Financial key figures

Net revenue

Operating costs

EBIT

2014
€m

2013
€m

Change
%

380.5

208.2

172.3

366.0

191.1

174.9

– 1

Services

2014

Responsibility

Governance Management report

Financial statements Notes

Report on economic position

123

Deutsche Börse operates its Index business area (formerly Indices) via its subsidiary STOXX Ltd. Its
revenue is generated from calculating and marketing indices and benchmarks that are used by banks
and fund management companies mainly as underlyings for financial instruments. In the year under
review, the index business continued its growth trend, with an 18 per cent increase in net revenue to
€90.4 million (2013: €76.6 million). In particular, the trend of investors moving towards passively
managed financial products, such as ETFs, led to an increase in assets under management in these
products and thus also to higher licensing revenue for these products. This is attributable to STOXX’s ex-
tensive index portfolio, which gives issuers numerous options to launch financial products suited to a
wide variety of investment strategies. As part of the globalisation of the STOXX index offering, the HuaAn
Germany DAX 30 ETF was launched in July, for example; it is the first ETF available in China to use a
European index as its underlying. In addition, a Shanghai-based fund management company was given
a licence as the basis for the first DAX index fund developed in China. The segment also licensed the
blue-chip DAX index to fund management companies in Japan and the USA to make it easier for local
investors to invest in the German economy’s bellwether stocks and to mirror their performance. As a re-
sult, the benchmark DAX index is represented in the three most important financial centres outside Eu-
rope. The particularly sharp rise in the fourth quarter is attributable to higher sales at Eurex. Furthermore,
cash inflows from assets under management in STOXX investment products as well as vivid issuance of
structured products resulted in a positive development in the fourth quarter.

The Tools business area covers software tools such as Impendium, parts of the former Technology Solu-
tions business area, Infobolsa and connectivity revenue. Net revenue rose slightly to €108.2 million
(2013: €107.4 million). Deutsche Börse acquired Impendium Systems Ltd, a London-based software
provider, to expand its business with information services for regulatory reporting. Impendium assists
customers in complying with regulatory requirements in Europe, North America and the Asia-Pacific re-
gion. The transaction is part of Deutsche Börse’s growth strategy, which aims to offer software as a ser-
vice to help customers cope with the increasing flood of data on the financial markets and to automate
related business processes. In addition to a positive consolidation effect of €7.9 million, higher connec-
tivity revenue contributed to the business area’s growth. The segment generates this revenue primarly
from connecting trading participants on the cash and the derivatives markets and from users of the data
services. The increase in revenue was driven by, among other things, the enhancement of the data ser-
vices and new connectivity formats for the T7 trading platform.

The Market Solutions business area consists primarily of development and operational services for exter-
nal technology customers, such as partner exchanges and German regional exchanges. Net revenue de-
clined to €33.1 million in 2014 (2013: €36.7 million). This decrease is mainly attributable to negative
consolidation effects of €11.1 million. Deutsche Börse operates the technology for partner exchanges in
Dublin, Vienna, Sofia, Ljubljana, Prague, Budapest, Malta and the Cayman Islands. In 2014, Deutsche
Börse also marketed its IT services to Norway’s Norexeco, a renewable commodities exchange. Norexeco
has acquired a licence to use the M7 trading technology for a new regulated exchange for derivatives on
products from the paper and forestry industry. The African Stock Exchange (AFSX), the first pan-African
exchange, will also use the Xetra trading platform’s technology in future. AFSX aims to provide securities
trading for the whole of Africa; in future, Xetra trading participants will be able to access African financial
markets and market participants in Africa will be able to trade on European markets. In addition, there is
still demand for our established cash market trading technology: on the German domestic market, the
German exchanges with floor-based trading in Berlin, Dusseldorf, Hamburg, Hanover and Munich have
decided to use the Xontro order routing, trading and settlement software until 2020. Xontro supports the

124

Deutsche Börse Group corporate report 2014

entire trading process from electronic order routing through broker-supported pricing, down to execution
and forwarding the trades to the clearing processes. Around 170 banks and 70 brokers are connected
to Xontro.

Development of profitability
Return on shareholders’ equity represents the ratio of earnings after tax to the average equity available
to the Group in 2014. The Group’s return on shareholders’ equity increased to 23.9 per cent in the year
under review (2013: 16.1 per cent), primarily due to higher earnings. Adjusted for the special factors
described in the results of operations, this ratio, which is also known as the return on equity amounted
to 21.0 per cent (2013: 21.5 per cent). The weighted average cost of capital (WACC) after tax amount-
ed to 4.5 per cent in the year under review (2013: 4.5 per cent). Deutsche Börse’s cost of equity re-
flects the return on a risk-free alternative investment plus a premium for general market risk, and also
takes account of the specific risk of Deutsche Börse shares compared with the market as a whole, known
as the beta. The cost of debt represents the terms on which Deutsche Börse AG was able to raise short-
“Deutsche Börse’s cost of capital” table.
and long-term debt. See also

Financial position

Cash flow
Cash and cash equivalents at Deutsche Börse Group comprise cash and bank balances, to the extent
that these do not result from reinvesting current liabilities from cash deposits by market participants, as
well as receivables and liabilities from banking business with an original maturity of three months or less.
Cash and cash equivalents at the end of 2014 amounted to €–68.5 million (2013: €–56.2 million).
The negative cash and cash equivalents item is due to the shift of current financial assets to financial
assets with a maturity of more than three months for reporting date reasons; the latter do not qualify
as cash and cash equivalents and the cash flows associated with them have been allocated to investing
activities.

Deutsche Börse generated cash flows from operating activities before changes in reporting-date CCP
positions of €684.8 million in financial year 2014 (2013: €797.3 million). The significant year-on-year
decrease in cash flows from operating activities is mainly due to the fact that the increase in net income

Deutsche Börse’s cost of capital

Risk-free interest rate1)

Market risk premium

Beta2)

Cost of equity3) (after tax)

Cost of debt4) (before tax)

Tax shield5)

Cost of debt (after tax)

Equity ratio6) (annual average)

Debt ratio7) (annual average)

WACC (before tax)

WACC (after tax)

2014
%

2013

1.24

6.50

0.86

6.83

2.55

0.66

1.88

52.36

47.64

4.79

4.47

1.67

6.50

0.78

6.75

3.12

0.81

2.31

50.19

49.81

4.94

4.54

1) Annual average return on ten-year German federal government bonds
2) Statistical measure of the sensitivity of the price of an individual share to

changes in the entire market. A beta of 1.0 means that the performance of
the share moves strictly parallel to the reference market as a whole. A beta
above 1.0 denotes greater volatility than the overall market and a beta below
1.0 less volatility.

3) Risk-free interest rate + (market risk premium x beta)
4) Interest rate on short- and long-term corporate bonds issued by Deutsche

Börse AG

5) Denotes and quantifies the reduction in tax paid that arises from the deduct-
ibility of interest payments on debt and is factored into the calculation of the
cost of capital
6) 1 – debt ratio
7) (Total non-current liabilities + tax provisions + other current provisions +
other bank loans and overdrafts + other current liabilities + trade payables
+ payables to associates + payables to other related parties) / (total assets
– financial instruments of Eurex Clearing AG – liabilities from banking busi-
ness – cash deposits by market participants); basis: average balance sheet
items in the financial year

Services

2014

Responsibility

Governance Management report

Financial statements Notes

Report on economic position

125

for the year (€293.3 million) was more than offset by the rise in working capital (€284.1 million), other
non-cash income (€60.4 million) and deferred tax income (€50.9 million).

The increase in working capital is due in particular to a payment of US$151.9 million made in the first
quarter of 2014 in connection with the settlement the Group entered into with OFAC (Office of Foreign
Assets Control). Deutsche Börse Group had already recognised provisions for this matter in 2013. In ad-
dition, Deutsche Börse Group additionally made tax payments amounting to €237.0 million in financial
year 2014 (2013: €93.3 million). The year-on-year increase is primarily due to higher contributions to
earnings by the companies in financial year 2014 and tax refunds for prior years (€57.6 million), which
affect cash flow in 2013. In addition, payments of about €41 million relating to prior years were made
in 2014.

The increase in other non-cash income to €46.7 million (2013: non-cash expenses of €13.7 million)
is mainly due to the remeasurement of the interest in Direct Edge Holdings, LLC in connection with the
merger of Direct Edge Holdings, LLC and BATS Global Markets, Inc.

Deferred tax income in the amount of €86.1 million (2013: €0.8 million) results from the recognition
of deferred tax assets in respect of loss carryforwards of €211.4 million (2013: €3.1 million). They
will lead to a reduction in tax payments at these companies in subsequent years.

Including the changes in the CCP positions, cash flows from operating activities were €677.3 million
(2013: €728.3 million).

Cash outflows from investing activities amounted to €250.4 million in financial year 2014 (2013: cash
outflow of €829.2 million). €367.2 million of this figure related to collateralised cash investments with
an original term of more than three months. At €133.5 million, investment in intangible assets and
property, plant and equipment was at the prior-year level (2013: €127.6 million); most of it was made
in the Clearstream (€63.3 million) and Eurex (€60.5 million) segments. Clearstream’s investments related
primarily to the expansion of its settlement and collateral management systems (€39.8 million), while
Eurex invested in its trading and clearing systems (€32.6 million).

Cash funds increased by €61.5 million due to the consolidation of European Energy Exchange AG, Leip-
zig, as at 1 January 2014. Since no purchase price was payable, there were no cash outflows. There
was a cash outflow of €50.3 million in connection with the acquisition of Clearstream Global Securities
Services Limited, Cork, (formerly Citco Global Securities Services Ltd.) and Impendium Systems Ltd,
London. In addition, the Group paid €13.6 million (2013: €35.1 million) to acquire investments in
associates in the year under review.

Consolidated cash flow statement (condensed)

Cash flows from operating activities (excluding CCP positions)

Cash flows from operating activities

Cash flows from investing activities

Cash flows from financing activities

Cash and cash equivalents as at 31 December

Other cash and bank balances as at 31 December

2014
€m

684.8

677.3

−250.4

−441.1

−68.5

826.1

2013
€m

797.3

728.3

−829.2

–497.6

−56.2

627.9

126

Deutsche Börse Group corporate report 2014

Cash inflows of €317.2 million (2013: €35.3 million) were due to securities with an original maturity
of more than one year maturing or being sold.

Cash outflows from financing activities amounted to €441.1 million (2013: €497.6 million). In May
2014, the company paid a dividend of €386.6 million for financial year 2013 (2013: €386.5 million).
Further cash outflows were due to the repayment of €1,205.0 million in commercial paper (2013:
€1,180.0 million). In 2013, long-term bonds amounting to €797.8 million had matured. Cash inflows
from financing activities of €1,164.7 million in the year under review (2013: €1,279.8 million) resulted
from commercial paper that the company issued as part of its short-term liquidity management. In 2013,
Deutsche Börse AG had issued a euro-denominated bond with a principal amount of €600.0 million
and a term of five years.

Other cash and bank balances amounted to €826.1 million as at 31 December 2013 (31 Decem-
ber 2013: €627.9 million).

At €551.3 million, free cash flow – i.e. cash flows from operating activities excluding reporting-date
CCP positions less payments to acquire intangible assets and property, plant and equipment – was
significantly lower than in the previous year (2013: €669.7 million). This is mainly due to the afore-
mentioned settlement payment of US$151.9 million.

As in previous years, the Group assumes a solid liquidity basis in financial year 2015 due to its positive
cash flows from operating activities, adequate credit lines (which had not been drawn down as at
31 December 2014) and flexible management and planning systems.

Interest coverage ratio of Deutsche Börse Group

Interest expense from financing activities

Issue volume

Bonds maturing in 2013

Fixed-rate bearer bond

Hybrid bond

Refinancing of maturing bonds

Fixed-rate bearer bond (10 years term)

Fixed-rate bearer bond (5 years term)

Further bonds

Private placement

Commercial paper

Total interest expense (including 50% of the hybrid coupon)

EBITDA (adjusted)

Interest coverage5)

€650 m1)

€550 m2)

€600 m

US$460 m

€150 m – 20134)
€108 m – 20144)

2014
€m

‒

15.0

7.7

19.4

0.4

42.5

2013
€m

9.0

3.83)

14.6

5.7

19.9

0.2

53.2

1,104.7

26.0

1,067.4

20.1

1) The bond was repurchased in full as at 23 April 2013.
2) Due to exercising a call option, the bond was repurchased in full as at 11 June 2013.
3) Only 50 per cent of the interest expense on the hybrid bond is accounted for in the interest coverage calculation, reflecting the assumed equity component of the

hybrid bond. The total interest expense for the hybrid bond amounted to €7.6 million in 2013.

4) Annual average
5) EBITDA / interest expense from financing activities (includes only 50 per cent of the interest on the hybrid bond)

Services

2014

Responsibility

Governance Management report

Financial statements Notes

Report on economic position

127

Operating leases
Deutsche Börse Group uses operating leases, primarily for the office building in Eschborn, which
the Group moved into in the second half of 2010, and for the buildings used by Clearstream Inter-
note 38 to the consolidated financial statements for details).
national S.A. in Luxembourg (see

Liquidity management
Deutsche Börse meets its operating liquidity requirements primarily by means of internal financing,
i.e. by retaining generated funds. The aim is to provide liquidity corresponding to the operating costs
for one quarter; this liquidity target currently ranges between €150 million and €250 million. There is
an intra-Group cash pool for pooling surplus cash, as far as regulatory and legal provisions allow. All of
the Group’s cash investments are short-term in order to ensure rapid availability and are largely collate-
ralised using liquid bonds from prime-rated issuers. Moreover, Deutsche Börse AG has access to external
sources of financing, such as bilateral and syndicated credit lines, and a commercial paper programme
note 36 to the consolidated financial statements for details on financial risk management). In
(see
the past years, Deutsche Börse AG has leveraged its access to the capital markets in order to meet its
structural financing needs by issuing corporate bonds.

Capital management
As a rule, the Group aims to achieve a dividend distribution ratio of 40 to 60 per cent of adjusted con-
solidated net income. Moreover, it implements share buy-backs in order to distribute to its shareholders
funds not required for the Group’s operating business and its further development. This policy is deter-
mined at all times by the company’s capital requirements, which depend on the legal and supervisory
framework as well as requirements relating to its credit rating, economic capital and liquidity.

Customers expect their financial services provider to have conservative interest coverage and debt/equity
ratios and to maintain strong credit ratings. Deutsche Börse Group therefore pursues its objective of
achieving an interest coverage ratio (ratio of EBITDA to interest expenses from financing activities) of at
least 16 at Group level and aims to achieve a ratio of interest-bearing gross debt to EBITDA of no more
than 1.5 at Group level in order to meet the rating agencies’ current requirements for an “AA” rating for
Deutsche Börse AG. Adjusted for merger and acquisition costs and for costs of efficiency programmes,
Deutsche Börse Group achieved an interest coverage ratio of 26.0 in the year under review (2013:
20.1). This figure is based on a relevant interest expense of €42.5 million and an adjusted EBITDA
of €1,104.7 million. The significant year-on-year increase in the interest coverage ratio is attributable to
the positive trend in the results of operations as well as the refinancing programme that started in 2012
and was successfully completed in the first quarter of 2013: the outstanding non-current liabilities that
matured in 2013 were refinanced on extremely favourable terms, leading to a significant reduction in
interest expenses. 2014 was the first full year to benefit from this positive effect, leading to another
decline in finance costs compared with 2013. In the year under review, the Group achieved a ratio of
interest-bearing gross debt to EBITDA of 1.47. This figure is based on gross debt of €1,628.3 million
and an adjusted EBITDA of €1,104.7 million.

Clearstream Banking S.A.’s strong “AA” credit rating must likewise be maintained so as to ensure the
continued success of the Clearstream segment, which is active in securities custody and settlement.
Deutsche Börse AG also needs to maintain a strong credit profile for the benefit of activities at its Eurex
Clearing AG subsidiary.

128

Deutsche Börse Group corporate report 2014

The interest coverage ratio is calculated using the interest expenses incurred to finance Deutsche Börse
Group, among other factors, excluding interest costs relating to Group companies that also operate as
financial institutions. These include Clearstream Banking S.A., Clearstream Banking AG and Eurex
Clearing AG. Interest expenses that are not related to Group financing are not included in the interest
coverage ratio.

Deutsche Börse AG has also publicly declared its intention to comply with certain additional key perfor-
mance indicators that the company believes correspond to an AA rating. For example, tangible equity
(equity less intangible assets) should not fall below €700 million at Clearstream International S.A. or
€400 million at Clearstream Banking S.A. In the year under review, Clearstream International S.A. has
met this key performance indicator with an amount of €1,034.3 million and Clearstream Banking S.A.
with an amount of €1,000.5 million. For the Clearstream subgroup, the objective is to maintain an in-
terest coverage ratio of at least 25, insofar as financial liabilities resulting from non-banking business
exist. In the year under review, as in the previous year, Clearstream had no financial liabilities resulting
from non-banking business. Consequently, no interest coverage ratio has been calculated.

Dividends and share buy-backs
Between 2005 and the end of 2014, Deutsche Börse Group returned a total of around €5.8 billion to
its shareholders in the form of share buy-backs and dividends. In financial year 2014, it distributed a
dividend of €386.6 million.

Of the some 46.1 million shares repurchased between 2005 and 2012, the company cancelled a total
of around 30.6 million shares up to the end of 2014. Approximately 5.3 million shares were issued
to SIX Group AG in order to settle 50 per cent of the purchase price for the acquisition of the shares of
Eurex Zürich AG. 1.4 million shares were acquired by employees under the terms of the Group Share
Plan (see
approximately 8.8 million shares were held by the company as treasury shares.

note 39 to the consolidated financial statements). As at 31 December 2014, the remaining

For financial year 2014, Deutsche Börse AG is proposing that the Annual General Meeting resolve to pay
a dividend of €2.10 per no-par value share (2013: €2.10). This dividend corresponds to a distribution
ratio of 58 per cent of consolidated net income, adjusted for the special factors described in the results
of operations (2013: 61 per cent, also adjusted for special items). For 184.2 million no-par value shares
bearing dividend rights, this would result in a total dividend of €386.8 million (2013: €386.6 million).
The aggregate number of shares bearing dividend rights results from an ordinary share capital of
193.0 million shares, less 8.8 million treasury shares.

Relevant key performance indicators

Credit ratings

2014

2013

€m

Tangible equity of Clearstream International S.A.
(as at balance sheet date)

1,034.3

820.8

Deutsche Börse AG

Standard & Poor’s

Tangible equity of Clearstream Banking S.A.
(as at balance sheet date)

1,000.5

820.7

Long-term

Short-term

A–1+

Clearstream Banking S.A.

Fitch

Standard & Poor’s

F1+

A–1+

Services

2014

Responsibility

Governance Management report

Financial statements Notes

Report on economic position

129

Bonds
The bonds issued in October 2012 and in March 2013, in an amount of €600 million each, allowed
Deutsche Börse to refinance its outstanding non-current liabilities maturing in 2013 on extremely
favourable terms. As a result, expenses for financial liabilities declined significantly, from around
€86 million in 2013 to around €42 million in 2014.

Credit ratings
Deutsche Börse AG regularly has its credit quality reviewed by the Standard & Poor’s (S&P) rating
agency, while Clearstream Banking S.A. is rated by Fitch and S&P.

On 13 August, Standard & Poor’s confirmed Deutsche Börse AG’s “AA” credit rating and changed the
outlook from negative to stable in light of the Group’s structural growth prospects.

On 23 October 2014, Fitch Ratings confirmed Clearstream Banking S.A.’s “AA” credit rating with a
stable outlook. The rating reflects the bank’s strong management, very low risk appetite, combined
with stringent risk control frameworks, prudent liquidity management and sound capitalisation.

As at 31 December 2014, Deutsche Börse AG was one of only two DAX-listed companies that had been
awarded an AA rating by S&P. The ratings history of Deutsche Börse AG and Clearstream is presented in
the

ten-year review.

Net assets

Deutsche Börse Group’s non-current assets amounted to €11,267.2 million as at 31 December 2014
(2013: €8,796.9 million). They consisted primarily of intangible assets and financial assets as well
as of financial instruments of the central counterparties. The financial instruments of the central coun-
terparties, which amounted to €5,885.8 million, represented the largest item (2013: €4,058.6 million).
This asset is matched by a liability in the same amount. The receivables and securities from banking
business held by Deutsche Börse Group as financial assets rose to €1,305.0 million (2013:
€1,178.3 million) and goodwill to €2,224.5 million (2013: €2,042.6 million).

Debt instruments of Deutsche Börse AG (outstanding as at 31 December 2014)

Type

Series A bond

Series B bond

Series C bond

Issue volume

ISIN

Term

Maturity Coupon p.a.

Listing

US$170 m

Private placement

7 years

June 2015

5.52 %

Unlisted

US$220 m

Private placement

10 years

June 2018

5.86 %

Unlisted

US$70 m

Private placement

12 years

June 2020

5.96 %

Unlisted

Fixed-rate bearer bond

€600 m

DE000A1RE1W1

10 years

Oct 2022

Fixed-rate bearer bond

€600 m

DE000A1R1BC6

5 years March 2018

2.375 % Luxembourg/
Frankfurt

1.125 % Luxembourg/
Frankfurt

130

Deutsche Börse Group corporate report 2014

Current assets amounted to €204,640.9 million as at 31 December 2014 (2013: €180,513.0 million).
The increase is attributable to the following factors:

 A rise in the financial instruments of the central counterparties item to €170,251.0 million (2013:

€153,546.8 million).

 An increase in receivables and securities from banking business at Clearstream to €10,307.1 million

(2013: €9,544.0 million)

 A growth in restricted bank balances to €22,283.5 million (2013: €16,221.7 million); this occurred
primarily because clearing participants provided a greater volume of cash and less securities as collat-
eral for Eurex Clearing AG in the year under review.

Assets were financed by equity in the amount of €3,752.1 million (2013: €3,268.0 million)
and liabilities in the amount of €212,156.0 million (2013: €186,041.9 million). The increase in
equity compared with 31 December 2013 is mainly attributable to the rise in accumulated profit to
€2,446.6 million (2013: €2,011.8 million).

Non-current liabilities rose to €7,962.5 million (2013: €6,019.9 million), primarily because the
amount of €4,058.6 million reported under financial instruments of the central counterparties for
2013 rose to €5,885.8 million for the year under review. This liability is matched by an asset in the
same amount.

Interest-bearing liabilities declined to €1,428.5 million (2013: €1,521.9 million). The reason for
the decline is that bonds of €139.8 million maturing in June 2015 were reclassified to “other current
liabilities”.

Current liabilities amounted to €204,193.5 million (2013: €180,022.0 million). The main changes in
current liabilities occurred in the following items:

 An increase in the financial instruments of the central counterparties item to €169,001.9 million

(2013: €153,046.8 million).

 A growth in liabilities from cash deposits by market participants to €22,282.4 million

(2013: €16,221.7 million) as a result of higher cash collateral provided by the clearing members
of Eurex Clearing AG; the amount increased primarily because clearing participants provided
a relatively greater volume of cash compared to securities as collateral for Eurex Clearing AG.
 A rise in liabilities from banking business at Clearstream to €11,487.1 million (2013:

€9,725.3 million)

Overall, Deutsche Börse Group invested €133.5 million in intangible assets and property, plant and
equipment (capital expenditure or capex) in the year under review (2013: €127.6 million). The Group’s
largest investments were made in the Clearstream and Eurex segments.

Services

2014

Responsibility

Governance Management report

Financial statements Notes

Report on economic position

131

Working capital
Working capital comprises current assets less current liabilities, excluding technical closing date
balance sheet items and commercial paper. Current assets excluding technical closing date items
amounted to €973.2 million (2013: €572.6 million). As Deutsche Börse Group collects fees for
most of its services on a monthly basis, the trade receivables of €342.9 million included in the
current assets as at 31 December 2014 (31 December 2013: €218.8 million) were relatively low
compared with net revenue. The current liabilities of the Group, excluding technical closing date items,
amounted to €1,421.4 million (2013: €1,028.1 million, excluding technical closing date items).
The Group therefore had negative working capital of €–448.9 million at the end of the year (2013:
€–455.5 million).

Technical closing date balance sheet items
The “receivables and securities from banking business” and “liabilities from banking business” balance
sheet items are technical closing date items that were strongly correlated in the year under review and
that fluctuated between approximately €11 billion and €17 billion (2013: between €9 billion and
€15 billion). These amounts mainly represent customer balances in Clearstream’s international
settlement business.

The “financial instruments of Eurex Clearing AG” balance sheet item relates to the function performed
by Eurex Clearing AG: since the latter acts as the central counterparty for Deutsche Börse Group’s vari-
ous markets, its financial instruments are carried in the balance sheet at their fair value. The financial
notes 3, 15 and
instruments of Eurex Clearing AG are described in detail in the
36 to the consolidated financial statements.

risk report and in

Market participants linked to Eurex Clearing provide collateral partly in the form of cash deposits, which
are subject to daily adjustments. The cash deposits are generally invested on a secured basis overnight
by Eurex Clearing AG and reported in the balance sheet under “restricted bank balances”. The total
value of cash deposits at the balance sheet dates relevant for the year under review (31 March,
30 June, 30 September, 31 December) varied between €19.6 billion and €24.8 billion (2013: between
€16.2 billion and €17.7 billion).

132

Deutsche Börse Group corporate report 2014

Deutsche Börse Group: ten-year review

Consolidated income statement

Net revenue

thereof net interest income from banking business

Operating costs

Earnings before interest and tax (EBIT)

Net income

Earnings per share (basic)

Consolidated cash flow statement

Cash flows from operating activities

Consolidated balance sheet

Non-current assets

Equity

Non-current interest-bearing liabilities

Performance indicators

Dividend per share

Dividend payout ratio

Employees (average annual FTEs)

Personnel expense ratio (staff costs / net revenue)

EBIT margin, based on net revenue

Tax rate

Return on shareholders’ equity (annual average)16)

The shares

Closing price of Deutsche Börse shares

Average market capitalisation

Rating key figures

Gross debt / EBITDA

Interest coverage ratio

Deutsche Börse AG: Standard & Poor’s

Clearstream Banking S.A.: Standard & Poor’s

Fitch

Market indicators

2005

2006

2007

1,616.4

112.7

– 910.9

705.0

427.4

2.002)

1,899.6

150.7

– 879.1

1,027.5

668.7

3.362)

2,416.0

230.8

– 1,075.2

1,345.9

911.7

4.70

667.7

843.4

839.6

2,007.8

2,200.8

501.6

1,907.6

2,283.3

499.9

4,164.0

2,690.2

501.03)

1.052)

2,979

38.0

43.282)

7.5

0.6

n.a.

1.702)

2,739

36.0

69.712)

11.7

0.4

58.5

2.10

2,854

36.0

135.75

18.4

64.4

€m

€

€m

€

€bn

Rating

Xetra®, Frankfurt Stock Exchange and Tradegate (since 2010)

Trading volume

Eurex

Number of contracts

Clearstream

Value of securities deposited (annual average)

Number of transactions

Global Securities Financing
(average outstanding volume for the period)

€bn

1,125.5

1,695.3

2,552.5

1,248.7

1,526.8

2,704.317)

€bn

8,75219)

53.920)

9,20319)

104.7

10,504

123.1

210.921)

301.221)

332.7

1) Amount restated to reflect the transition of the accounting policies for defined benefit obligations to the revised IAS 19 2) Amount restated to reflect the capital
increase in 2007 3) Thereof €449.8 million are reported under “Other current liabilities” 4) Bonds that will mature in the following year are reported under “Other
current liabilities” (2012: €577.4 million; 2014: €139.8 million). 5) Proposal to the Annual General Meeting 2015 6) Adjusted for the ISE impairment charge
7) Adjusted for the costs of efficiency programmes 8) Adjusted for the costs of mergers and acquisitions and of efficiency programmes 9) Figure based on the pro-
posal to the 2015 Annual General Meeting 10) Adjusted for the costs of the OFAC settlement 11) Adjusted for tax relief resulting from the ISE impairment charge
in 2009 12) Adjusted for tax relief resulting from the ISE impairment charge in 2010 and adjusted for €20 million interest on expected tax payments 13) Adjusted
for the non-taxable income related to the revaluation of the share component of the purchase price paid for the acquisition of the shares in Eurex Zürich AG held by
SIX Group

Services

2014

Responsibility

Governance Management report

Financial statements Notes

Report on economic position

133

2008

2009

2010

2011

2012

2013

2014

2,497.4

236.8

– 994.8

1,508.4

1,033.3

5.42

2,039.4

97.4

2,015.8

59.4

– 1,396.8

– 1,500.2

637.8

496.1

2.67

527.8

417.8

2.25

2,121.4

75.1

– 962.21)

1,162.81)

855.2

4.60

1,932.3

52.0

1,912.3

2,043.0

35.9

32.8

– 958.6

−1,182.8

−1,114.8

969.4

645.0

3.44

738.8

478.4

2.60

1,006.5

762.3

4.14

1,278.9

801.5

943.9

785.6

707.7

728.3

677.3

4,544.9

2,978.3

1,512.9

5,251.0

3,338.8

1,514.9

5,069.5

3,410.3

1,455.2

5,020.31)

3,132.61)

1,458.3

2.10

3,115

28.5

50.80

16.0

1.0

18.9

2.10

566)

3,333

26.911)

58.00

10.2

1.36)

15.8

2.10

546)

3,300

207)

26.912)

51.80

10.1

1.26)

16.811)

2.30

528)

13)

3,278

197)

26.013)

40.51

9.6

1.18)

19.08)

5,113.9

3,169.6

1,737.44)

2.10

588)

13)

14)

16)

3,416

218)

26.014)

46.21

8.5

1.68)

15.28)

8,796.9

3,268.0

1,521.9

11,267.2

3,752.1

1,568.34)

2.10

3,515

2210)

26.010) 15)

60.20

10.0

1.58)

20.18)

2.105)

589)

3,911

2322)

26.023)

59.22

10.8

1.58)

26.08)

2,229.1

1,120.6

1,333.3

1,511.2

1,160.2

1,157.618)

1,282.618)

3,172.7

2,647.4

2,642.1

2,821.5

2,292.0

2,191.9

2,097.9

10,637

114.3

10,346

102.0

10,897

116.4

11,106

126.3

11,111

113.9

11,626

121.0

12,215

126.3

398.8

483.6

521.6

592.2

570.3

576.5

609.8

14) Adjusted for expenses related to the revaluation of the share component of the purchase price paid for the acquisition of the shares in Eurex Zürich AG held by
SIX Group, a one-off income from the reversal of deferred tax liabilities for STOXX Ltd. based on a decision by the Swiss Financial Supervisory Authority and a one-off
income from the recognition of deferred tax assets resulting from the future possible offsetting of losses carried forward by Eurex Global Derivatives AG 15) Adjusted
for the initial recognition of deferred taxes on tax loss carry forwards of a Group company 16) Net income / average shareholders’ equity for the financial year
based on the quarter-end shareholders’ equity balance 17) Pro forma figure including US options of ISE 18) Since Q3/2013, figure includes warrants and certifi-
cates due to the consolidation of Börse Frankfurt Zertifikate AG. 19) Value of assets under custody on 31 December 20) Due to a change in the statistical reporting
procedure in 2007, the figures are only comparable to a limited extent with those from 2006 onwards. 21) Average outstanding volume in December of the year
22) Adjusted for efficiency programme effects and costs incurred with the change of CEO planned for 2015 23) Adjusted for a one-off gain, which is attributable to
the dissolution of the financing structure established in connection with the acquisition of ISE, and a one-off expense, which is mainly attributable to the reduction
in deferred tax assets in respect of a tax loss carryforward.

134

Deutsche Börse Group corporate report 2014

Value added: breakdown of enterprise performance
Deutsche Börse Group’s commercial activity contributes to private and public income – this contribution
is made transparent in the value added statement. Value added is calculated by subtracting depreciation,
amortisation and impairment charges and third-party costs from the enterprise performance. In 2014,
the value added by Deutsche Börse Group amounted to €1,478,4 million (2013: €1,201.1 million).
The breakdown of value added shows that large portions of the revenue generated flow back into the
economy: 27 per cent (€402.5 million) benefited shareholders in the form of dividend payments, while
32 per cent (€472.4 million) were personnel costs in the form of salaries and other remuneration
components. Taxes accounted for 12 per cent (€174.9 million), while 3 per cent (€42.5 million) was
attributable to lenders. The 26 per cent value added that remained in the company (€386.1 million)
is available for investments in growth initiatives, for example (see the

charts below).

Overall assessment of the economic position by the Executive Board

Deutsche Börse Group’s results of operations in financial year 2014 were within the range expected by
the Executive Board despite the continuing difficult economic conditions and market uncertainty. The
Group’s net revenue increased by 7 per cent in total. Operating costs were pushed up by special factors,
although these factors were significantly lower than in 2013. The most significant items were efficiency
programme costs and merger and acquisition costs. As expected, adjusted operating costs were up on
the previous year because of consolidation effects and higher investments in growth initiatives. The
Group’s EBIT and net income after the above adjustments also slightly exceeded the prior-year figures.

The Executive Board believes that Deutsche Börse Group’s financial position was extremely sound in the
year under review. As in the previous year, the company generated high operating cash flows. The slight
increase in EBIT and the significant reduction in interest expenses following the successful refinancing of
long-term financial liabilities meant that the interest coverage ratio clearly exceeded the target of at least
16 at Group level, at 26.0. In addition, Deutsche Börse aims to achieve a ratio of interest-bearing gross
debt to EBITDA of no more than 1.5 at Group level. This target was also met.

Origination of value added

Distribution of value added

Company performance: €2,120 million

Value added: €1,478 million

6 %
Depreciation and amortisation

3 %
External creditors

24 %
External costs

12 %
Taxes

26 %
Retained
earnings

70 %
Value added

32 %
Employees

27 %
Shareholders
(dividends)

Services

2014

Responsibility

Governance Management report

Financial statements Notes

Non-ﬁ nancial performance indicators

135

Rating agencies once again confirmed the Group’s credit quality by awarding it excellent ratings in
2014. On 13 August, Standard & Poor’s confirmed Deutsche Börse AG’s “AA” credit rating and changed
the outlook from negative to stable in light of the Group’s structural growth prospects. Moreover, on
23 October 2014, Fitch Ratings confirmed Clearstream Banking S.A.’s “AA” rating with a stable outlook.

Deutsche Börse AG has offered its shareholders attractive returns for years – and financial year 2014 is
no exception. At €2.10, the dividend proposed for distribution to shareholders is at the previous year’s
level. In addition, the distribution ratio decreased slightly as a result of the improvement in earnings, fall-
ing from 61 per cent in the previous year to 58 per cent in the year under review (adjusted for special
items in both cases). This puts it near the upper end of the Executive Board’s target range of between
40 and 60 per cent.

Net assets, financial position and results of operation of the Group can be assessed as orderly.

Report on post-balance sheet date events

There were no material events after the balance sheet date.

Non-financial key performance indicators

Employees

Committed, highly skilled employees are one of the cornerstones of Deutsche Börse Group’s business
success. They shape the corporate culture with their sense of responsibility, their dedication and flexi-
bility, as well as their will to deliver outstanding performance. Deutsche Börse Group aims to make sure
that staff with these qualities continue to join the company in the future and, ideally, that they stay for
the long term. This is why it continues to adopt a sustainable human resources policy.

Deutsche Börse Group employs an international workforce at 24 locations worldwide: as at 31 Decem-
ber 2014, Deutsche Börse Group had 4,540 employees (31 December 2013: 3,811), while the ave-
rage number of employees in the year under review was 4,183 (2013: 3,751). The increase in the
number of employees is largely due to the acquisition of Clearstream Global Securities Services (formerly
Citco Global Securities Services, +300) as well as the consolidation of European Energy Exchange (+206)

Employees per countries/regions

Employees by segment

Germany

Luxembourg

Czech Republic

Ireland

United Kingdom

Rest of Europe

North America

Asia

Middle East

Total

31 Dec 2014

1,917

1,028

540

291

144

159

305

148

4,540

42.2

22.6

11.9

6.4

3.2

3.5

6.7

3.3

0.2

100

Xetra

Eurex

Clearstream

Market Data + Services

Total

31 Dec 2014 31 Dec 2013

305

1,332

2,228

675

4,540

330

1,018

1,818

645

3,811

136

Deutsche Börse Group corporate report 2014

and Impendium Systems (+13). In addition, new jobs were created in connection with strategically
important projects, such as the initiatives at Eurex Clearing AG and Clearstream, and the risk manage-
ment and compliance functions were expanded. In total, this led to an increase in the number of people
employed in Frankfurt/Eschborn and Luxembourg, despite the fact that certain activities were relocated
from these locations to Prague and Singapore in the year under review.

To recruit and retain the best talent for the company, Deutsche Börse Group offers flexible working time
models. Including part-time employees, there was an average of 3,911 full-time equivalents during the
year (2013: 3,515). As at 31 December 2014, the proportion of part-time employees was higher in the
general workforce than in management, and it was higher among women than among men.

The company aims to ensure that 20 per cent of upper and middle management positions and 30 per
cent of lower management positions are occupied by women by 2020. As at 31 December 2014, the
proportion of such positions filled by women at Deutsche Börse Group worldwide stood at 15.3 per cent
for upper and middle management positions (2013: 14.8 per cent), and 24.1 per cent for lower man-
agement positions (2013: 21.7 per cent). The figures for Germany were 14.2 per cent (2013: 13.8 per
cent) and 19.7 per cent (2013: 17.5 per cent) respectively. Since the year under review, the Group’s
upper and middle management has also included employees whose personal career paths involve per-
forming management functions without assuming any personnel responsibility; the previous year’s fig-
ures have been adjusted accordingly. In order to increase the proportion of women in management posi-
tions, specific attention is paid to ensuring that nominations for management positions also include
women. However, as a matter of principle, positions are filled on the basis of qualifications. Deutsche
Börse Group also offers a variety of other instruments to develop female employees: active succession
planning, an external and internal mentoring programme, a women’s network as well as coaching and train-
ing specifically for women. Eleven of the current 20 members of the “high potential circle”, Deutsche

Deutsche Börse Group employees’ age structure

by gender

by location

2,730

538

1,810

1,002

225

50 years and older

537

40 – 49 years

889

301

male

730

30 – 39 years

318

under 30 years

female

4,540

763

1,539

1,619

619

Global

1,917

465

739

497

216

1,028

171

50 years and
older

480

40 – 49 years

298

30 – 39 years

under 30 years

thereof in
Germany

thereof in
Luxembourg

Services

2014

Responsibility

Governance Management report

Financial statements Notes

Non-ﬁ nancial performance indicators

137

Börse Group’s programme for growing potential management talent, are female (55 per cent). In addi-
tion, the issue of whether there are any remuneration differences between women and men is the sub-
ject of regular analysis. This has not identified any systematic disadvantages for women or men. Rather,
differences in remuneration are due to qualifications, years of service and function.

The company offers a number of options designed to achieve a good work-life balance as part of its Job,
Life & Family initiative:

 Option to work from home (teleworking)
 Childcare service for emergencies and during school holidays; this service was used in Germany

on a total of 104 days

 An emergency parent-child office at the Eschborn, Luxembourg and Prague locations
 Reservation of places for employees’ children aged between six months and three years at a daycare
centre for children in Eschborn; the number of dedicated places depends on demand in the company

Key figures on Deutsche Börse Group’s workforce as at 31 December 2014

Global

thereof in Germany

thereof in Luxembourg

Male

Female

Total

Male

Female

Total

Male

Female

Total

Employees

2,730

1,810

4,540

1,188

729

1,917

635

393

1,028

208

114

128

Upper and middle
management

Lower
management

Staff

Part-time employees

Upper and middle
management

Lower
management

Staff

Disabled employees

Proportion of
graduates (%)

Apprentices

Length of service

Under 5 years (%)

5 – 15 years (%)

Over 15 years (%)

Staff turnover

Joiners

Leavers

Training days per
staff member

Promotions

Employees covered by
collective bargaining
agreements

183

221

291

2,326

1,715

4,041

291

151

2.5

142

383

453

369

159

222

3.0

436

298

513

249

2.7

219

Interns and students1)

139

110

964

688

231

226

130

144

130

2.8

3.1

137

1,652

274

266

274

209

2.9

126

531

–

2.8

363

130

123

–

3.8

894

154

147

–

3.2

1,469

992

2,461

934

622

1,556

535

370

905

1) The global figures reported here refer solely to the locations in Germany, Luxembourg and the Czech Republic; this corresponds to 77 per cent of Group staff.

138

Deutsche Börse Group corporate report 2014

 An “Elder and Family Care” programme to facilitate care for family members requiring care
 The ability to take sabbaticals – this option was used by four employees in Prague and Luxembourg

in 2014

A total of 33 male and 82 female employees took parental leave in financial year 2014, including four
male and no female employees in management positions. In the year under review, 34 male and 73
female employees returned to the company after taking parental leave, while two male and one female
employees left the company after their parental leave.

In the year under review, Deutsche Börse Group supported its employees by subsidising childcare in the
amount of €786 thousand (2013: €742 thousand). All employees receive a monthly net sum of up to
€255.65 per child until it is six years old or starts school.

In addition, specialist presentations, workshops and coaching offer employees information and advice
on how to achieve a positive work-life balance. One of the aims of these measures is to ensure that
employees remain healthy despite high workloads and that the sickness rate in the company remains
as low as possible. In this context, a variety of new health initiatives were launched in the year under
review with a focus on stress prevention (e.g. measuring heart rate variability and autogenic training).
Deutsche Börse Group’s sickness rate was 2.7 per cent in the reporting period (2013: 3.4 per cent).

Deutsche Börse Group was commended as a “family-friendly employer 2014” by the Czech Republic
thanks to its multicultural corporate culture and the many different activities in its Job, Life & Family
initiative.

As at 31 December 2014, 66.2 per cent of Deutsche Börse Group employees were graduates (2013:
63.8 per cent). This figure is calculated on the basis of the number of employees holding a degree from
a university, university of applied sciences or professional academy; it also includes employees who have
completed comparable studies abroad. In the area of continuing professional development, the Group in-
vested an average total of 2.7 days per employee in 2014 (2013: 2.7 days) and, among other things,
conducted 713 internal training events. Out of this total, 43 per cent related to business content, 23 per
cent covered specialist topics, 17 per cent dealt with aspects of the work-life balance, 12 per cent was
attributable to IT and 5 per cent to induction training.

Staff costs per employee, adjusted for efficiency programme costs, remained stable at around €118
thousand (2013: €118 thousand). Deutsche Börse Group’s Executive Board resolved a voluntary salary
increase of 2.5 per cent in Germany in financial year 2014. Salaries were also adjusted at the Group’s
other locations.

“Deutsche Börse Group employees’ age structure” charts show

The average age of Deutsche Börse Group’s employees at the end of the year under review was
40.0 years (2013: 40.6 years). The
the employee age structure as at 31 December 2014. In the course of the year, a total of 192 employees
left Deutsche Börse Group (not including colleagues who accepted one of the company’s offers under the
efficiency programmes and left the company or took early retirement). A total of 513 people joined the
Group (excluding consolidation effects). The staff turnover rate was 4.6 per cent (adjusted: 6.0 per cent)
and therefore up slightly on the previous year (2013: 4.5 per cent, respectively 5.9 per cent). The ave-
rage length of service at the end of the year under review was 10.3 years (2013: 10.9 years).

Services

2014

Responsibility

Governance Management report

Financial statements Notes

Non-ﬁ nancial performance indicators

139

Global employee survey provides important inputs
At the end of 2013, Deutsche Börse Group conducted an employee survey, in which 81.6 per cent
of the workforce took part. From the employees’ perspective, the Group’s strengths are customer focus,
product and service quality and the working environment. At the same time, the survey identified areas
for improvement. A project group deployed following the survey defined a total of about 400 follow-up
measures, which have been launched at group, segment, or department level to address the perceived
areas for improvement. According to feedback received from managers, 80 per cent of the defined
measures had been implemented by the end of the year. The issues of the Group-wide measures were
concentrated around three areas:

 Broader base for the company’s strategic orientation. Various communication formats were used to
improve the flow of information. They included staff meetings at which the Chief Executive Officer
addressed the workforce directly and, in smaller groups, strategic dialogues between members of the
Executive Board and employees. The communication of the company’s strategic orientation was inten-
sified by video, in the intranet and through print materials.

 Greater horizontal cooperation between segments. The solutions the company developed to deal with
this issue, which the survey had highlighted as a key concern, include a “lunch-dating tool”, which
brings colleagues from different areas together for a joint lunch. In addition, the corporate volunteering
programme was expanded to give employees more opportunities to get involved in charitable activities.
Deutsche Börse Group grants each employee two days of special leave to take part in selected cor-
porate volunteering projects. Further improvements in IT support, e.g. through the introduction of a
dynamic organisation chart, make it easier for employees to communicate across locations.

 Staff management and development. The Group also benefited from the results of the survey in the
area of staff management. Over a period of three weeks, more than 1,000 employees visited “People
Principles”, an internal online forum, where they discussed guidelines for ethical behaviour among
colleagues. The principles the discussion highlighted as the most important for employees will be
implemented in the company through workshops and other initiatives from the beginning of 2015
onwards in order to put them into practice in everyday work. Staff dialogues will in future lay greater
emphasis on individual development planning and on encouraging internal mobility, e.g. through
systematic job rotation.

This selection of follow-up projects shows some examples of the different insights gained from the
employee survey. The next survey is planned for the end of 2015.

Corporate responsibility

Deutsche Börse’s corporate responsibility (CR) strategy, “Growing responsibly”, defines what it means by
corporate responsibility and lays down the scope of activity for the entire Group. Deutsche Börse Group
focuses its activities in this field on three guiding principles: it aims to build trust, lead by example and
sharpen the public’s perception of the company.

Building trust
As a key capital market organiser, Deutsche Börse’s role is to provide a stable technological infrastructure
and legal certainty on the markets it organises and thereby to ensure fair trading. In addition, it aims to

140

Deutsche Börse Group corporate report 2014

ensure that sustainability information is more transparent and more readily available to market partici-
pants in order to promote holistic, responsible investment strategies.

Sustainable index products
Deutsche Börse Group develops index products that are used by investors as a basis for sustainable in-
vestments. The aim is to increase capital market transparency by improving the information available
and offering a diverse index portfolio. The indices focus the attention of capital market participants on
companies engaging in sustainable business practices.

In 2014, STOXX Ltd., a subsidiary of Deutsche Börse AG, expanded its range of sustainability indices to
a total of 20. In addition to the existing index families STOXX® ESG Leaders (ESG stands for “Environ-
ment, Social, Governance”), STOXX Europe Sustainability and STOXX SD-KPI, one new index, the
iSTOXX Global ESG Select 100, has been introduced. This new strategy index selects the companies
with the lowest volatility and the highest dividend yields from the STOXX Global ESG Leaders Index.

In addition, STOXX calculates and markets other indices that track sustainable investments for the
German and Swiss markets: an alliance with Sarasin, a Swiss private bank known in particular for its
sustainability research, has resulted in the DAXglobal® Sarasin Sustainability Indices for Germany and
Switzerland.

Emissions trading
The Leipzig-based European Energy Exchange (EEX) operates a regulated and transparent marketplace
for trading greenhouse gas (CO2) emissions certificates. Emission rights trading helps market participants
to meet their obligations to reduce greenhouse gas emissions in the EU’s emission rights trading system.
In particular, it permits efficient implementation of the reduction targets agreed in the Kyoto Protocol and
enables market participants to hedge against market-specific risks.

Information media and transparency
www.eex-transparency.com, users
In September 2014, EEX launched a new transparency website: at
can access comprehensive fundamental data and information relevant to wholesale energy trading. The
website updates the previous EEX transparency platform, “Transparency in Energy Markets”, and pro-
vides information on the capacity, use and availability of power-generating plants. In addition, it gives
details of power storage and natural gas consumption. As a result, the website expands EEX’s offering for
market participants, allowing them to make timely and effective disclosures in accordance with the EU
regulation on wholesale energy market integrity and transparency (REMIT).

Deutsche Börse AG shares in sustainability indices
Sustainability indices and ratings assess the reporting and performance of companies in the area of sus-
tainability. They measure ecological, social and corporate governance performance and rate companies’
end-to-end management of opportunities and risks. For investors with a focus on sustainability, the re-
sults of these ratings increasingly play a role in their assessment of companies on the capital markets.
Deutsche Börse Group is regularly analysed by service providers, such as Robeco SAM, Sustainalytics,
EIRIS, oekom, Vigeo and Sarasin. It has performed well in various sustainability ratings and rankings, and
this has repeatedly led to Deutsche Börse shares being included in the following sustainability indices:

Services

2014

Responsibility

Governance Management report

Financial statements Notes

Non-ﬁ nancial performance indicators

141

 Advanced Sustainability Performance Indices (ASPI) Eurozone Index: since 2003; based on Vigeo

rating

 Carbon Disclosure Leadership Index (CDLI): since 2009; result of CDP rating: 97 out of 100; included

in the CDLI DACH (Germany, Austria, Switzerland)

 Dow Jones Sustainability Indices (DJSI) Europe: since 2005; result of Robeco SAM rating: total score

60; average sector score 44

 ECPI Euro Ethical Equity Index: since 2008; ECPI EMU Ethical Equity Index: since 2008; ECPI Global

Developed ESG Best in Class Equity Index: since 2013 (launch year); result of ECPI ESG rating

 Ethibel Sustainability Index Excellence Europe (ESI): since 2013; based on Forum Ethibel rating (part

of Vigeo)

 Euronext Vigeo – Europe 120 Index: since 2014; Euronext Vigeo – Eurozone 120 Index: since 2014;

based on Vigeo rating

 FTSE4Good Indices (Global and Europe): since 2009; result of FTSE ESG rating: total score 4 out of 5;

supersector relative: 100 out of 100

 MSCI World ESG Index: since 2010; MSCI ACWI ESG Indices (World and EM): since 2010; based on

MSCI ESG Research

 PAX Ellevate Global Women’s Index (PXWEX): since 2014; based on MSCI ESG Research
 STOXX ESG Leaders Index: since 2011 (launch year). The entirely rule-based and transparent STOXX

rating model means that there is no conflict of interests; result of Sustainalytics rating: total score of 69
(E: 67, S: 72, G: 69), ranking: 6th out of 96 companies

 STOXX Sustainability Indices (Europe and euro zone): since 2001. The entirely rule-based and trans-

parent STOXX rating model means that there is no conflict of interests; based on Bank Sarasin analyses

Leading by example
Deutsche Börse Group is committed to a style of corporate management that takes social, ethical and
ecological aspects into account when implementing its economic objectives. As a listed company, it has
a duty to consistently monitor its own sustainability management and raise its profile through holistic
corporate reporting in order to establish itself as an exemplary player in the market.

Responsible employer
As a service provider, Deutsche Börse Group takes its responsibility as an employer especially seriously,
because its business success is founded on the commitment and performance of its staff. Among other
things, the goals of its human resources policy include improving the work-life balance and specifically
promoting diversity. (For details, see the

“Employees” section.)

Guidance for employees
Important basic principles and values forming part of the Deutsche Börse Group’s corporate culture are
set out in its mission, corporate values, people principles as well as a code of ethics for employees.
These policies provide guidance for all employees at every level of the Group. This includes, as a matter
of course, respect for human rights and employee rights. For example, Deutsche Börse Group complies
with international agreements such as the United Nations Universal Declaration of Human Rights, the
OECD Guidelines for Multinational Enterprises and the standards issued by the International Labour
Organisation of the United Nations (ILO). In addition, it has undertaken to implement the ten principles
of the UN Global Compact in the areas of human rights, labour standards, the environment and anti-
corruption throughout the Group. Employees receive mandatory introductory training in this area.
In 2014, six 16 hour-training sessions took place and were attended by a total of 159 employees.

142

Deutsche Börse Group corporate report 2014

Code of conduct for suppliers
Deutsche Börse Group’s suppliers and external service providers have to meet minimum ecological, ethi-
cal and social requirements. Deutsche Börse Group selects the minimum social standards primarily on
the basis of the basic principles of the ILO. A sustainability agreement, which has been in place since
the end of 2009, describes the principles and requirements Deutsche Börse Group imposes on its sup-
pliers in the procurement of products and on its external service providers in the provision of services in
relation to their responsibility for people and the environment. The agreement also requires mandatory
compliance with basic legal principles and rules of conduct, such as respect for human rights and em-
ployee rights. Suppliers accounting for around 94.7 per cent of the Group’s global purchasing volume
had signed this sustainability agreement by the end of 2014, or submitted voluntary obligations that
cover or exceed the requirements listed. Deutsche Börse Group expects its suppliers and external service
providers to take serious efforts to meet the requirements of the sustainability agreement themselves and
in turn to impose them on their own suppliers and external service providers.

Energy-efficient IT management
Deutsche Börse Group fulfils its role as marketplace organiser primarily by developing and operating IT
solutions. For this reason, IT management is an area that offers particular potential for improving sus-
tainability performance. The guiding principle behind sustainable IT management at Deutsche Börse
Group is to achieve the maximum possible operating efficiency, i.e. to optimise server and storage sys-
tem utilisation and reduce back-up systems to the extent that market requirements for system security
and speed permit. Another objective is to ensure that the servers currently being deployed are used con-
tinuously if possible by actively balancing the load. In addition, Deutsche Börse Group sets the highest
standards for housing the servers. The premises are selected for this purpose not only on the basis of
efficiency aspects, they also have to meet ecological standards. In 2014, the cooling system at the data
centre at the Frankfurt-Hausen location was replaced; the use of energy-efficient components has re-
duced energy consumption at the site by more than 10 per cent (around 1.5 million kWh). Outside the
data centres, too, the focus is on sustainable, energy-efficient IT solutions. For example, Deutsche Börse
uses thin clients (network computers without hard drives) throughout the Group and selects the hard-
ware (awarded the “Energy Star” label) specifically for its long lifespan and ecological certification.

Resource-efficient business ecology
For Deutsche Börse Group, environmental protection is an unconditional commitment to preserving the
natural environment and resources. The Group aims to record its own “ecological footprint” as accurately
as possible and to steadily reduce it. Facility management is highly relevant in this regard. In October
2014, Deutsche Börse Group received the Climate Action Award presented by the Carbon Disclosure
Project (CDP). This year, the award, which recognises special individual achievements, went to the two
companies with the highest percentage reductions in emissions.

Other initiatives to improve the Group’s business ecology focus on reducing greenhouse gas emissions,
water and paper consumption and waste. They include:

 Using shuttle buses between the Eschborn and Luxembourg sites to cut down on individual trips
 Offering job tickets for local public transport to staff in Eschborn

Services

2014

Responsibility

Governance Management report

Financial statements Notes

Non-ﬁ nancial performance indicators

143

 Using videoconferencing instead of business travel
 Automatically presetting printers for double-sided printing
 Reducing the number of printed publications
 Sending letters and parcels at the Frankfurt site and parcels at the Luxembourg site via the Deutsche

Post and DHL “Go Green” initiative

 Inclusion of electric vehicles in the list of eligible company cars
 Electric charging stations for electric cars and bicycles

Responsible procurement
Starting with the materials procurement stage, Deutsche Börse Group makes sure it buys exclusively en-
vironmentally compatible products wherever possible. These include FSC paper, recycled toner and other
office consumables, as well as small appliances that have been awarded “Blue Angel” or “Energy Star”
environmental certification.

Corporate responsibility: key figures for Deutsche Börse Group

Transparency

Proportion of companies reporting in accordance with maximum transparency standards1)

2014

2013

Number of calculated indices

Number of sustainable index concepts

Security and reliability

System availability of cash market trading system (Xetra®)

System availability of derivatives market trading system (T7)

Market risk cleared via Eurex Clearing (gross monthly average)

Supplier management

Share of revenue generated with suppliers/service providers that have signed the Code of
Conduct or have made voluntary commitments over and above those required under the Code

Compliance

Punished cases of corruption

Proportion of business units reviewed for corruption risk

Number of employees trained in anti-corruption measures2)

Number of justified customer complaints relating to data protection

Environment

Energy consumption3)

Greenhouse gas emissions

thereof travel-based greenhouse gas emissions

Water consumption4)

Paper consumption5)

Cash value of material administrative fines and total number of non-monetary penalties due to
non-compliance with legal requirements in the environmental area

Corporate citizenship

Corporate responsibility project expenses per employee6)

Corporate volunteering days per employee

10,825

10,513

99.981

99.986

16,343

99.999

99.969

15,861

94.7

95.3

100

518

69,901

13,200

7,111

70,049

105

100

372

74,662

20,437

6,222

67,932

101

620

730

€bn

MWh

m³

€

days

1) Ratio of the market capitalisation of companies listed in the Prime Standard (shares) to the market capitalisation of all companies listed on the Frankfurter Wert-
papierbörse (FWB®, Frankfurt Stock Exchange) 2) In addition to initial training for new recruits, compliance training is performed at two-year intervals. As a result,
the number of employees may differ significantly in a direct year-on-year comparison. 3) The energy consumption reported comprises direct and indirect energy con-
sumption. 4) The water consumption reported comprises only the volume of water sourced from municipal utilities. 5) The paper consumption reported only relates
to office requirements. 6) For memberships, donations, sponsoring and communication; does not include social benefits or special leave expenses for corporate
volunteering

144

Deutsche Börse Group corporate report 2014

Sharpen the public’s perception
Deutsche Börse Group sees itself as a corporate citizen. It is committed to fulfilling this role especially at
its locations and supports a large number of projects in this regard. During the selection process, it gives
priority to ideas and concepts that are particularly innovative and encourage its staff to get involved. All
charitable contributions throughout the Group are subject to corporate citizenship guidelines adopted by
the Executive Board. They provide a binding framework that determines the nature and proper handling
of contributions and specify that sports, private individuals, religious institutions and political parties are
not eligible for support (the only exception is the Political Action Committee of its ISE subsidiary).

Phineo
Phineo gAG, a non-profit analysis and consulting firm for good corporate citizenship, was established by
Deutsche Börse Group and Bertelsmann Stiftung in 2010; since then, the Group has been one of its
principal shareholders. Phineo pursues the same goals in the non-profit sector as Deutsche Börse Group
does on the international capital markets: to provide information, promote transparency and increase ef-
ficiency.

Corporate responsibility: key performance indicators for Deutsche Börse Group
Based on a materiality analysis of its business model, Deutsche Börse Group has determined that the
non-financial key performance indicators shown in the
Deutsche Börse Group” table are material to the Group-wide sustainability profile. Data for key indicators
relating to transparency and security has been collated quarterly since 2013 and is audited externally
and disclosed in the interim reports.

“Corporate responsibility: key figures for

Comparison with the forecast for 2014
With regard to non-financial performance indicators, the Group was able to maintain its very high level
of system availability. Deutsche Börse Group continues to pursue the objective of reaching a 30 per cent
proportion of women in lower and 20 per cent in middle and upper management by 2020. In the year
under review, the proportion of women in lower as well as in middle and upper management could be
increased slightly.

Risk report

Deutsche Börse Group’s core area of expertise includes solutions that enable its customers to efficiently
manage risk and collateral. It is therefore even more important for the Group to protect itself against risks.
This section of the combined management report shows how the company deals with risks. Despite the
continuing tensions in the financial system and regulatory developments, which will be briefly described
in the first section of this risk report, the risk profile has remained largely stable in the year under review,
with regard to financial risks and business risks. However, operational risks have increased. This is re-
flected in the regulatory capital requirements as well as in the required economic capital. The increase
in operational risk is driven in particular by the increasingly international reach of the business and the
greater complexity of the regulatory framework by which the Group is bound. This increases the risk that
regulatory requirements will not be met.

Management further strengthened risk management in 2014. The second section of this risk report
explains the enhanced risk management strategy and shows how the Group manages its risks.

Services

2014

Responsibility

Governance Management report

Financial statements Notes

Risk report

145

In the third part of this risk report, the Group describes the main types of risk and shows how it assesses
and manages them. In addition to the risk report, the Group sets out its future prospects in the
on opportunities.

report

Deutsche Börse Group includes, among other companies, Clearstream Banking S.A. and Clearstream
Banking AG, which form part of the Clearstream Holding group (hereinafter “Clearstream”), and Eurex
Clearing AG. These financial institutions are subject to banking supervision and corresponding statutory
requirements, and therefore already meet the strictest requirements for risk management. Furthermore,
European Commodity Clearing AG, Eurex Bonds GmbH and Eurex Repo GmbH are subject to the regu-
latory requirements under EMIR, respectively, CRD and MiFID (for details on the requirements, see the
“Risk management environment” section). All of the other companies in the Group are aligned with
the highest (“best-in-class”) standard for comparable companies. Risk management across the Group
therefore aims to meet the highest standards.

With its range of risk management services, Deutsche Börse Group aims to make a sustainable contribu-
tion to society, in particular by ensuring integrity and safety on the markets in its function as a capital
markets organiser and by increasing the distribution efficiency of the markets through its price discovery
function. Deutsche Börse Group also performs important risk management functions for its customers,
such as providing client asset protection solutions, and thus contributes to the efficiency and systemic
stability of the capital markets. The Group’s risk management ensures that it can continuously offer
these services.

Risk management environment

The fallout from the financial crisis has led to increased regulation of financial markets; the new regula-
tions affect Deutsche Börse Group both directly and indirectly through its clients. On the one hand, the
changed regulatory environment offers the Group opportunities; as a marketplace organiser, it certainly
contributes significantly to the desired stability, integrity and transparency of the capital markets (see
the
report on opportunities). On the other hand, the implementation of new regulations such as the
amendment to the European Union’s MiFID regulation and the attempts to introduce a financial trans-
action tax mean considerable burdens as well as business risks for the Group.

In particular, the regulatory requirements for the risk management of financial institutions have been ex-
tended. Examples are the Mindestanforderungen an das Risikomanagement (MaRisk, German minimum
requirements for risk management), the Circular 12/552 on Central Administration, Internal Governance
and Risk Management issued by the Luxembourg Financial Supervisory Authority (Commission de Sur-
veillance du Secteur Financier, CSSF), the European Banking Recovery and Resolution Directive (BRRD),
respectively, the German Gesetz zur Abschirmung von Risiken und zur Planung der Sanierung und
Abwicklung von Kreditinstituten und Finanzgruppen (RiskAbschG, Act on Ringfencing and Recovery and
Resolution Planning for Credit Institutions and Financial Groups), risk management requirements set out
in the European Market Infrastructure Regulation (EMIR), the principles for financial market infrastruc-
ture of the Financial Stability Board (FSB), the Committee on Payments and Market Infrastructures
(CPMI) and the International Organization of Securities Commissions (IOSCO), and the act implementing
the Capital Requirements Directive (CRD IV). The principles of the FSB, the CPMI and IOSCO in particu-
lar place demands on the risk management of financial market infrastructures. The CRD IV could mean
that regulated financial institutions would have to hold higher equity thanks to measures such as lever-

146

Deutsche Börse Group corporate report 2014

age ratio (put simply: a minimum ratio of equity to unweighted total assets plus off-balance sheet risk
positions), which would increase the cost of equity.

These regulatory requirements directly affect the financial institutions of the Group, Clearstream and
Eurex Clearing AG; this applies in particular to the MaRisk from the Bundesanstalt für Finanzdienst-
leistungsaufsicht (BaFin, the German Federal Financial Supervisory Authority), which was most recently
revised in December 2012, as well as CSSF’s Circular 12/552 on Central Administration, Internal Gov-
ernance and Risk Management. The so-called “Pillar II” requirements under Basel II dictate to banks
how they must organise their risk management system, and therefore also apply to Clearstream and
Eurex Clearing AG. They set out the principles governing how much capital a bank must hold for its
business to cover counterparty default risk, market price risk and operational risk, and stipulates condi-
tions for outsourcing, compliance and internal auditing. In addition, Clearstream and Eurex Clearing AG
have prepared recovery plans in accordance with the RiskAbschG which has been updated by BRRD
as at 1 January 2015. Above and beyond this requirement, Deutsche Börse Group has also voluntarily
developed a Group-wide recovery plan for the event that this should be necessary at Clearstream
and Eurex Clearing AG. Moreover, at the request of the national supervisory authorities, Clearstream and
Eurex Clearing AG made a substantial contribution in the course of 2014 to the resolution plans the su-
pervisory authorities have to develop. Regulatory efforts are currently under way to enhance the re-
quirements for recovery and resolution planning, especially with regard to financial market infrastruc-
tures. Any amendments to the recovery and resolution plans this may necessitate will be implemented
by Deutsche Börse Group, Clearstream and Eurex Clearing AG. In addition, the BRRD introduced mini-
mum requirements for own funds and eligible liabilities (MREL). The minimum requirements are de-
signed to ensure that institutions always hold sufficient liabilities so that they can use the bail-in tool if
there is a threat to their continued existence as a going concern. The technical standards of the Europe-
an Banking Authority (EBA) are currently being exposed for consultation.

business risks for Deutsche Börse Group from the new regulatory regime. This is be-

There are also
cause it changes the structure of the entire financial system. For example, a law was passed in the
summer of 2013 in Germany requiring banks to outsource proprietary trading to independent companies
as of 2016. The revised European Markets in Financial Instruments Directive (MiFID II) and the sup-
plementary Markets in Financial Instruments Regulation (MiFIR) were adopted at the beginning of 2014.
MiFID II is the revised legal framework for customer-related investment services in securities and for the
operation of regulated markets and derivatives trading. In addition, MiFIR provides new regulations for
access to clearing institutions and securities trading venues and new trading transparency requirements.
Deutsche Börse Group welcomes regulatory measures that reduce systemic risks. With its products and
services, the Group contributes significantly to increasing system stability.

In light of the new regulatory requirements, Deutsche Börse Group already compiled a comprehensive
plan in 2013 for enhancing its risk management (risk management roadmap) in order to continue to
meet the highest possible standards. A large part of the defined measures were already implemented
in 2014. Implementation will continue in 2015 (for a more detailed description of the measures, see
the

“Outlook” section).

Risk strategy and risk management

Deutsche Börse Group’s risk strategy is aligned with its business model and business strategy. It pro-
vides the infrastructure for reliable and secure capital markets, assists constructively in their regulation
and takes a leading role in all of its businesses areas. In the process, the Group focuses on its risk-

Services

2014

Responsibility

Governance Management report

Financial statements Notes

Risk report

147

bearing capacity and risk appetite: it consciously assumes risks in order to satisfy market needs and
maximise business opportunities. However, it curbs this appetite with a defined upper limit on the
risks it takes.

Management further strengthened risk management in 2014. The basis for internal risk management is
the Group-wide strategy for detecting and managing risks, which is focused on what is known as risk
appetite, see the
“Business strategy and risk strategy are interlocked” chart. Deutsche Börse AG’s
Executive Board has overall responsibility and defines the framework for risk management throughout
the Group. Under these Group-wide risk management requirements, each division and each regulated
company is responsible for managing its own risk. Among other things, this coordinated process en-
sures that the Group and its companies act just as quickly and effectively in the event that several sys-
tems fail simultaneously as if a single system fails. This section of the risk report shows how the Group
has established risk management as an integral part of company management activities and that it has
established three principles for the risk strategy. Moreover, this section sets out the approaches and
methods used by the Group to regularly monitor and manage its risk-bearing capacity and risk appetite.

Implementation in the organisational structure and workflow
The risk strategy applies to the entire Deutsche Börse Group. Risk management functions, processes
and responsibilities are binding for all employees and organisational units of Deutsche Börse Group.
To ensure that all employees consciously deal with risks, risk management is firmly anchored in the
organisational structure and workflows and is supported by corresponding measures, such as risk

Business strategy and risk strategy are interlocked

Business strategy

Risk strategy / risk appetite

Risk analysis

Implied risks

Risk scenarios

Risk types

Internal and external losses

Root cause

Event

Effect

Loss

Risk
avoidance

Risk mitigation

Reduces frequency of events
or severity of effect

Risk transfer

Risk avoidance

■ Straight-through processing

■ Business continuity

■ Insurance

■ Changes to business

■ Compliance

■ Legal

measures

■ Internal control system

■ Other

■ Information Security

■ Other

Risk monitoring

Aggregated risk measurement

Risk map

Risk metrics

Stress tests

Risk acceptance

148

Deutsche Börse Group corporate report 2014

management training. The Executive Board is responsible for risk management overall, within individual
companies it is the responsibility of the management; the following boards and committees regularly
receive comprehensive information on risks.

The Supervisory Board of Deutsche Börse AG monitors the effectiveness of the risk management system
and examines its risk strategy and risk appetite on a yearly basis. The Supervisory Board has delegated
the evaluation to its Audit Committee, which regularly assesses the appropriateness and effectiveness
of the risk management system. To monitor the implementation of the risk management roadmap, the
Supervisory Board has established an interim Risk Management Roadmap Committee.

The Executive Board of Deutsche Börse AG determines the Group-wide risk strategy and risk appetite
and allocates the latter to the company’s business units. It ensures that the risk appetite is and remains
compatible with the Group’s short- and long-term strategy, business and capital planning, risk-bearing
capacity and remuneration systems. Based on the parameters used to assess risks, it also determines
how the risk capital is allocated and what procedures apply. It ensures that each business unit complies
with these requirements for risk strategy, risk appetite and risk limits.

The Risk Committee reviews the risk position of the Group at least once every quarter and involves the
Executive Board in all decisive questions. The Committee is chaired by the Chief Financial Officer. It also
includes in particular the Chief Executive Officers of Clearstream Holding AG, Eurex Frankfurt AG and
Eurex Clearing AG as well as the Executive Board member responsible for IT & MD+S. In addition, it

Risk management – structural organisation and reporting lines

Group-wide

Financial institutions
Clearstream and Eurex Clearing AG

Supervisory Board of Deutsche Börse AG
Monitors the effectiveness of the risk management system
Evaluates the risk strategy and risk management system

Audit Committee
Monitors the effectiveness of the risk management system
Evaluates the risk strategy and risk management system

Interim Risk Management Roadmap Committee
Monitors implementation of the risk management roadmap

Executive Board of Deutsche Börse AG
Decides on risk strategy and appetite

Risk Committee
Continuously monitors the overall risk proﬁ le

Chief Risk Ofﬁ cer / Group Risk Management
Assess and monitor risks, report to Executive Board and
Supervisory Board

Supervisory Boards
Monitor the effectiveness of risk management systems and
evaluate risk strategy

Executive Boards
Responsible for the risk management of their institution

Chief Risk Ofﬁ cers / Risk management functions
Manage risks in day-to-day operations and report to their
own committees and the Group

Business areas
Identify, notify and control

Services

2014

Responsibility

Governance Management report

Financial statements Notes

Risk report

149

regularly checks the current levels of all parameters to ensure they are suitable, and, as necessary,
makes recommendations to the Chief Risk Officer or the Executive Board, if necessary, as to what
measures should be used to adjust these parameters.

Group Risk Management (GRM) is headed by the Chief Risk Officer (CRO). It prepares the proposals for
the risk levers, i.e. the strategy, appetite, parameters, capital allocation and procedures. GRM continu-
ously analyses and evaluates risks and reports quantitatively and qualitatively: five times a year to the
Risk Committee, once a month to the Executive Board, once a quarter to the Audit Committee, and once
a year to the Supervisory Board. In this way, the responsible bodies can regularly check whether the risk
limits defined in the strategy are systematically adhered to. In addition, GRM recommends measures to
manage risks.

The regulated subsidiaries act in the same way, always ensuring that they meet the requirements of the
Group. In particular, they adhere to the framework for risk appetite allocated to them by Deutsche Börse
Group. The relevant supervisory boards and their committees are involved, as are the executive boards
and risk management functions in the various divisions. Clearstream and Eurex Clearing AG, the Group’s
financial institutions, implement the risk strategy using their own strategies that they derive from it. In
line with this, they use parameters and reporting formats that are compatible with the higher-level Group-
wide structure. At Clearstream, responsibility lies with the executive board of Clearstream Holding AG,
supervised by the supervisory board, as well as the corresponding governing bodies of Clearstream
Banking S.A. and Clearstream Banking AG; at Eurex Clearing AG, responsibility again lies with the
executive board, which is also monitored by the supervisory board.

Centrally coordinated risk management in five stages
Risk management is implemented in a five-stage process. All potential losses should be identified in
good time, recorded centrally and evaluated quantitatively as far as possible; if necessary, management
measures must then be recommended and their implementation monitored (see the
“Course of the
five-stage risk management system” chart). The first stage determines the risks and possible causes of
loss or operational hitches. In the second stage, the business divisions regularly – and immediately, if
urgent – report to GRM the risks that they determine and quantify. In the third stage, GRM assesses the
potential for loss, while in the fourth stage, the business divisions manage the risks by avoiding, mitigat-
ing, or transferring them, or by actively taking them. The fifth and final stage involves, for example, mon-
itoring different risk metrics and, if necessary, informing the responsible Executive Board members and

Course of the five-stage risk management system

Responsibility

Executive Board

Risk Committee

Risk management strategy and appetite

Risk proﬁ le

Group Risk Management

Risk management process

Business areas

1. Identify

2. Notify

4. Control

3. Assess

5. Monitor and report

150

Deutsche Börse Group corporate report 2014

committees of significant risks, their assessment and possible emergency measures. In addition to the
regular monthly and quarterly reports, GRM compiles ad hoc reports for members of the executive
and supervisory boards. At Clearstream and Eurex Clearing AG, the corresponding risk management
functions report to the executive boards and supervisory boards. Internal Auditing monitors that the
risk management system is adhered to.

Management at Clearstream and Eurex Clearing AG are informed quarterly about their respective
company’s risk situation and capital resources.Management and the regulators also receive an an-
nual report in line with the Internal Capital Adequacy Assessment Process (ICAAP). In compliance
with Pillar III requirements under Basel II, Clearstream and Eurex Clearing AG also report in detail on
their business activities. In particular, they regularly inform the supervisory authorities of their risk
management methods and capital resources assessment. The report on business activities is also
made available to the public.

Three principles
Deutsche Börse Group’s risk strategy is based on three principles:

1. Risk limitation – protecting against liquidation and ensuring continuity of operations
“Capital is expected to be exhausted no more than once in 5,000 years; an operating loss may occur no
more than once every hundred years.” Accordingly, one goal is to ensure that the total capital will not be
lost within the next twelve months with a probability of 99.98 per cent or more. Another is to ensure
with a probability of 99.0 per cent or more that Deutsche Börse at least breaks even in terms of earnings
as measured at the EBIT level. This principle establishes how much risk the Group must be able to with-
stand and also the level of risk appetite that it has.

2. Supporting growth in the various business divisions
“Risk management supports the business divisions in expanding their business by working together to
comprehensively identify and communicate risks.” With this principle, the Group aims to make informed
strategic decisions within the scope of the risk appetite that it has defined.

3. Appropriate risk/return ratio
“The return on equity should exceed the cost of equity.” Deutsche Börse Group has set itself the goal that
risk and return should be reasonably balanced, not only for each business division in general, but also
for individual regions, products and customers.

Risk management approaches and methods
Deutsche Börse Group uses quantitative and qualitative risk management approaches and methods to
monitor and manage its risk profile. The aim is to provide as complete a picture as possible of its risk
situation at all times.

Deutsche Börse Group assesses and reports operational, financial and business risks using the same
approach: the unregulated units also use value at risk (VaR) as a uniform measure. This value quantifies
the risks and represents the upper limit of the cumulative loss that Deutsche Börse Group may incur
within a specified period of time, e.g. for the next twelve months, with a specified probability or level of
confidence. Principle 1 above also defines a probability, respectively, a confidence level for each of the

Services

2014

Responsibility

Governance Management report

Financial statements Notes

Risk report

151

liquidation and the orderly going concern. The regulatory capital requirements for the financial institu-
tions are also determined, of course. Furthermore, Deutsche Börse Group applies stress tests to analyse
its risks.

Liquidation principle: what risk can the capital cover?
In accordance with the first part of principle 1 of the risk strategy, Deutsche Börse Group is not expected
to exhaust its risk-bearing capacity in more than 0.02 per cent of all years. The Group determines the
economic capital that it requires for this (required economic capital, EC) with the help of VaR. It there-
fore calculates its EC for the liquidation principle at a confidence level of 99.98 per cent so that it can
protect itself financially against extreme events in the following twelve months. In line with the principle
of prudence, the Group assumes a correlation of one between risk types and between the risks at differ-
ent Group companies when making calculations, i.e. it assumes that all possible risks could occur sim-
ultaneously. It therefore consciously disregards the fact that diversification would actually reduce the
overall risk. Deutsche Börse Group thus uses the most conservative approach requiring the highest EC.
The ECs calculated for Clearstream and Eurex Clearing AG also meet the Pillar II requirements under
Basel II.

Deutsche Börse Group determines its risk-bearing capacity based on the reported equity in accordance
with International Financial Reporting Standards (IFRSs). It adjusts this figure for precautionary reasons,
among other things, to take into account that it may not be possible to dispose of intangible assets at
their carrying amounts in case of extreme stress. Clearstream and Eurex Clearing AG use their regulatory
capital to determine their risk-bearing capacity (for details, see
statements).

note 20 to the consolidated financial

For management purposes, GRM regularly determines the ratio of the EC to the risk-bearing capacity;
this indicator is known as the utilisation of risk-bearing capacity. In so doing, it answers a key risk man-
agement question: how much risk can the Group afford and what risk is it currently exposed to? The
level of EC is determined on the basis of operational risk, market price and credit risk as well as busi-
ness risk. The ratio of EC to risk-bearing capacity was well within the stipulated maximum risk in the
year under review. Otherwise, the Group would use up its entire risk-bearing capacity in a worst-case
scenario and would be liquidated. The liquidation concept therefore assumes that liquidation of the
Group (“gone concern”) is avoided.

Going concern principle: what risks can earnings absorb?
Deutsche Börse Group has also used an approach that assumes an orderly continuation of the Group in
the event of a crisis (“going concern”). The Group calculates earnings at risk (EaR) as indicator. This in-
dicator corresponds to the second part of principle 1 of its risk strategy, i.e. that an operating loss may
occur no more than once in a hundred years. In other words, there should be a probability of 99.0 per
cent or more that Deutsche Börse should at least break even (net income measured in terms of EBIT).
The EaR determined for the going concern principle is compared with the risk appetite. Risk appetite is
measured in terms of the projected earnings before interest and tax (EBIT) and allocated to the Group
segments. As at 31 December 2014, EaR were €696 million, which would be comparable to the ad-
justed EBIT 2014 of €990 million.

Regulatory capital requirements
Clearstream and Eurex Clearing AG must also calculate their capital requirements for various risk types
(see the
II. They use a standard approach for analysing and evaluating credit and market price risks. In this ap-
proach, risk weightings are applied in accordance with counterparty ratings.

”Deutsche Börse Group’s risk profile” chart) according to the Pillar I requirements under Basel

152

Deutsche Börse Group corporate report 2014

For operational risks, they proceed differently: Clearstream has used the significantly more complex
advanced measurement approach (AMA) for this in all business units since 2008. It thereby complies
with the regulatory capital requirements for operational risks according to the EU Capital Requirements
Regulation (CRR). The method, which has been approved by, and is regularly tested by, BaFin, allows
regulatory capital to be allocated to regulated units. It is particularly suitable because at Clearstream,
operational risk accounts for a greater proportion of the overall risk than for a typical bank, while the
proportion attributable to financial risks is smaller. For operational risks, Eurex Clearing AG uses the
basic indicator approach to calculate regulatory capital. The basis for calculating the basic indicator is
known as the “relevant indicator”, which is calculated from certain items in the profit and loss account
of the Eurex segment. As a flat rate, 15 per cent of the three-year average of this indicator is required as
operational risk capital.

Stress tests
Clearstream also uses stress tests to analyse its business risks as well as operational and financial risks.
Furthermore, stress tests for operational and financial risks of Eurex Clearing AG are performed. These
stress tests simulate the occurrence of extreme losses or an accumulation of major losses within one year.
Possible risk scenarios are set out for this. The scenarios describe potential loss events, the probability
that they will occur and the estimated loss amount. The figures calculated in this way are compared with
the risk-bearing capacity. Both hypothetical scenarios and extreme market conditions that actually oc-
curred in the past are calculated. Losses incurred by the Group itself in the past are not suitable because
to date there has been only one case of loss on this scale (see the
practice” section, the settlement agreement with OFAC). To investigate the liquidity risk, liquidity stress
tests and inverse stress tests are also performed. These reverse stress tests determine which loss scenar-
ios would have to occur for the risk-bearing capacity to be exceeded.

“Legal disputes and business

Risk description

The following section describes the types of risk that Deutsche Börse Group must manage as a rule and
presents the risks it actually faces. It also explains the measures that Deutsche Börse Group uses to pre-
vent risks occurring and to minimise their financial effects. Firstly, however, there follows a brief explana-

Deutsche Börse Group’s risk profile

Risk proﬁ le of Deutsche Börse Group

Operational risks

■ System availability

■ Processing

■ Physical assets

■ Legal disputes and business practice

Financial risks

■ Credit

■ Market price

■ Liquidity

Project risks

Business risks

Services

2014

Responsibility

Governance Management report

Financial statements Notes

Risk report

153

tion of the risk profile that differs from most other financial services providers, as financial risks play a
significantly smaller role for Deutsche Börse Group.

Risk profile
Deutsche Börse Group differentiates between the three standard types of risk: operational, financial and
business risk. There are also project risks that the Group does not specifically quantify as their impact is
already reflected in the three traditional risk types.

Low level of typical bank risk
The risks of Deutsche Börse Group’s financial institutions differ fundamentally from those of other finan-
cial service providers. While credit and market price risks for a typical universal bank account for more
than 80 per cent of the regulatory capital requirements, credit risks only account for around 18 per cent
for the financial institutions in Deutsche Börse Group. Clearstream and Eurex Clearing AG have a struc-
turally lower risk in comparison with other banks because they act as intermediaries, and therefore do
not themselves trade on the financial markets as a distinct business division, for example. Consequently,
Deutsche Börse Group’s financial institutions do not have to bear the associated high trade risks. On the
contrary, they offer market participants services such as collateral and risk management that reduce their
risk from trading activities. The Group’s banking business mainly consists of reliable clearing, settlement
and custody activities, as well as collateral management.

The regulatory capital requirements for Clearstream and Eurex Clearing AG arise primarily from opera-
“Regulatory capital requirements of Clearstream and Eurex Clearing AG” chart).
tional risks (see the
Information on the additional capital requirements for Eurex Clearing AG and European Commodity
Clearing AG under EMIR is provided in

note 20 to the consolidated financial statements.

Operational risks higher than financial and business risks
The utilisation of risk-bearing capacity in the liquidation principle and of risk appetite in the going con-
cern principle are used as internal management indicators across the whole Deutsche Börse Group (see
“Risk management approaches and methods” section for an explanation of the terms). Apart from
the
the above-mentioned financial and operational risks, business risks are also identified and assessed.
Business risks refer in particular to potential threats to revenue such as price pressure or loss in market

Regulatory capital requirements of Clearstream
and Eurex Clearing AG

Required economic capital of Deutsche Börse
Group by risk type

18 %
Credit risks

18 %
Business risks

21 %
Financial
risks

82 %
Operational
risks

61 %
Operational
risks

154

Deutsche Börse Group corporate report 2014

share. Under the liquidation principle financial risks amount to appr. one fifth of the total risk of Deutsche
Börse Group. Business risks represent 18 per cent of the Group’s total for this risk type. All the more im-
portant for Deutsche Börse Group is the third typical risk type: at 61 per cent, operational risks amount
to more than half of the total risk (see the
risk type” chart).

“Required economic capital of Deutsche Börse Group by

A large part of the risk is associated with the Clearstream and Eurex segments (see the
economic capital by segment” chart), in accordance with the size of the business in terms of sales reve-
nue and earnings. In the year under review, the Clearstream proportion was 43 per cent, and for Eurex
this figure was 42 per cent. The Eurex segment also includes the risks arising from the business of Eurex
Clearing AG. The Market Data + Services segment had a share of 9 per cent, and Xetra of 6 per cent.
In contrast to the regulatory capital requirements, this includes business areas that are not subject to
banking regulations.

“Required

In total, Deutsche Börse Group has calculated a required economic capital of €1,939 million. In accord-
ance with the liquidation principle, the required EC compares to a risk-bearing capacity of €2,591 million.

A similar split may be seen in earnings at risk. Here also, the business segments with the largest propor-
tions of revenues and earnings – Clearstream and Eurex – show the largest shares of earnings at risk
(see the

“Earnings at risk by segment” chart).

Deutsche Börse Group assigns indicators to each risk to estimate how likely it is to occur and what finan-
cial effect it could have. It distinguishes four probability levels (very low, low, medium and high) as well
as four financial impact levels (low, medium, substantial and a risk to the company as a going concern).
However, none of the assessed risks reach the fourth impact level, neither individually nor in total; this
means that none jeopardises the existence of the Group as a going concern.

The risk types listed below as examples can be assessed based on these categories. The estimated prob-
ability of the risk occurring can be categorised as follows:

 Very low: probability of risk occurring is less than 1 per cent
 Low: probability of risk occurring is equal to or greater than 1 per cent but less than 10 per cent

Required economic capital by segment

Earnings at risk by segment

6 %
Xetra

9 %
Market Data +
Services

42 %
Eurex

6 %
Xetra

13 %
Market Data +
Services

38 %
Clearstream

43 %
Clearstream

43 %
Eurex

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 Medium: probability of risk occurring is equal to or greater than 10 per cent but less than 50 per cent
 High: probability of risk occurring is equal to or greater than 50 per cent

The estimated financial effects can be classified into the following four categories:

 Low: financial loss could be up to 10 per cent of EBIT
 Medium: financial loss could be up to 50 per cent of EBIT
 Substantial: financial loss could be up to 100 per cent of EBIT
 Risk to the business as a going concern: financial loss could equal the available risk-bearing capacity

In the following, the types of risk are first illustrated with specific examples and are explained in detail
afterwards.

1. Operational risks
 Incorrect processing of client instructions (e.g. capital increases)
 Mishandling of the default of a large customer
 Miscalculation of indices
 Mishandling of trading instructions
 Losses caused by force majeure (e.g. natural disasters, terrorism)
 Loss from ongoing legal disputes
 Infringements of sanctions or supranational regulations
 Failure of a trading system lasting up to one day

2. Financial risks
 Default of a credit counterparty
 Losses from impairment of fund assets for pension plans
 Loss of a customer and an associated liquidity bottleneck

3. Business risks
 Entry of new competitors on the European trading market
 Reinvigoration of the European government debt crisis
 Falling prices for trading-related services
 Sustained period of weak trading activity in the market
 New regulatory requirements

From today’s perspective, none of these risks can lead to financial loss that is rated as substantial.
Significant risks could arise only from a combination of extreme events that have a very low probability:

 Failure of a trading system lasting one week in a highly volatile market environment
 Simultaneous failure of several large systemically important banks
 Deliberate contraventions of sanction rules

These extreme events that could lead to a loss corresponding to more than 50 per cent of annual EBIT
are rated as having a probability of less than 1 per cent. Such extreme events have not occurred to date;
they are also known as “tail risks”. Tail risks may become a risk to the continued existence of some sub-
sidiaries as going concerns, for example if sanction rules are deliberately contravened. GRM assesses
these risks continuously and reports on its assessment to the Executive Board of Deutsche Börse Group
on a regular basis.

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Operational risks
Operational risks for Deutsche Börse Group relate to availability, processing, material goods, as well as
chart “Operational risks of Deutsche Börse Group”). Person-
litigation and business practice (see the
nel risks are not quantified directly, but influence the quantification process indirectly via the operational
risk categories. The operational risks amount to 61 per cent of the total Group risk.

System availability
Operational resources such as the trading systems Xetra® and T7 are essential for the services offered
by Deutsche Börse Group. They should never fail, in order to ensure that market participants can trade
securities or derivatives at any time and without delay. The Group therefore sees the availability of these
systems as an important risk indicator. In line with the Group’s risk strategy, the business areas are
responsible for monitoring these risk indicators.

The potential loss would be larger, the longer one of these systems failed. In the past, only limited fail-
ures have occurred with both Xetra and T7 and its predecessor system. In the year under review, how-
ever, the ISE version of the T7 trading system was unavailable for almost one whole day. Nevertheless,
in practice, there has never been a system failure lasting longer than one day. Deutsche Börse Group has
taken various measures to further minimise the risk of failure lasting one day or longer. For example,
when introducing new software components, ISE will in future take special back-up measures so that
the previous software version can be restored faster. This supports the view that the probability of a sys-
tem failure lasting longer than a week in an extremely volatile market is very low. However, the potential
financial effect of such an event could be significant, if claims are justified and asserted.

Operational risks of Deutsche Börse Group

Operational risks

Events

System availability

Service deﬁ ciency

Damage to physical assets

Legal offences and business
practice

■ Trading

■ Clearing

■ Settlement

Possible root causes

■ Deﬁ ciency of trading related

■ Damages or destruction

■ Losses from ongoing legal

services

of buildings

conﬂ icts

■ Loss of customer cash

■ Damages or destruction

■ Theft of customer cash

of datacenters

■ Employment practice

■ Contract risks

■ Software ﬂ aws

■ Human errors

■ Force majeure

■ Legal violations

■ IT hardware ﬂ aws

■ Flawed internal processes

■ Weather catastrophes

■ Internal fraud

■ Inadequate information

■ Flawed data supply

■ Terror

■ External fraud

security

■ Cyber crime

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The probability of a long-lasting failure for one day or longer of the margin calculation system at the cen-
tral counterparty, the clearing system at Eurex Clearing AG, or the settlement system at the international
central securities depository and settlement service provider, Clearstream Banking S.A., is also low. In
actual fact, no such failure has ever occurred. The effects are categorised here as medium.

In general, availability risk represents the largest operational risk for Deutsche Börse Group. The Group
therefore subjects it to regular stress tests, which check not only what happens when its own systems
fail but also when suppliers fail to deliver.

Processing
Risks can also arise if a service provided to a customer is inadequate and this leads to complaints or le-
gal disputes, such as in the settlement of securities transactions due to defective products and processes
or erroneous manual entries. As a result, errors could occur, for example, in handling the default of a
large clearing customer. To date, no such errors have occurred. The probability is therefore considered to
be very low. The potential financial loss is considered to be medium. In addition, indices such as DAX®
could be miscalculated. Such processing errors can occur with a medium probability, but have hardly
ever happened to date. The possible losses relating to the calculation of indices would be classified as
low; to date, there have been no client claims in this regard.

If a Xetra or Eurex customer complains to the Market Supervision department of Deutsche Börse about
incorrect trading instructions, the latter checks immediately whether the notification is justified and then
issues corresponding trading instructions to the market participants. The risk here is of a notification be-
ing initially incorrectly assessed as unjustified. If the client concerned then closes their position them-
selves, for example, they could demand a refund of the additional costs incurred. However, such errors
have almost never occurred and the probability is therefore considered low. To date no significant cus-
tomer claims have been brought, and the potential financial effects are rated as low.

Other sources of error may be attributable to suppliers or to defective products or mistakes that may lead
to the loss of client assets. The Group registers all complaints and formal objections as a key indicator of
processing risk.

Physical assets
Natural disasters, accidents, terrorism, or sabotage are also among the operational risks that could for
example cause the destruction of or severe damage to a data centre or office building. Examples include
severe storms or floods, such as those already seen in New York or Prague. Business continuity man-
agement (BCM) planning aims at averting significant financial damage (see the
chart of the same
name). There is only a low probability of the risk of force majeure materialising and, in the event that it
does, it should have a low impact.

Legal disputes and business practice
Losses can also result from ongoing legal proceedings. Deutsche Börse judges the probability that this
operational risk will occur to be medium, although damage can be substantial. As a result, GRM contin-
ually monitors ongoing legal proceedings. These can occur if Deutsche Börse Group breaches laws or
requirements, enters into inadequate contractual agreements, or fails to observe case law to a sufficient
degree. Legal risks also include losses due to fraud and labour law issues. They further include losses as

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a result of insufficient controls to prevent money laundering, breaches of competition law regulations
or of banking secrecy. Such operational risks can also apply if government sanctions are not observed,
or in the event of breaches of other state or higher-order regulatory provisions.

On 12 November 2012, the Chicago Board Options Exchange (CBOE) filed a patent infringement law
suit against the International Securities Exchange (ISE) (the “CBOE Litigation”). In the CBOE Litigation,
CBOE alleges US$525 million in damages for infringement of three patents, which relate to systems
and methods for limiting market-maker risk. ISE believes that CBOE’s damages claim lacks merit be-
cause it is unsupported by the facts and the law. ISE intends to vigorously defend itself in this lawsuit.
Upon ISE’s motion, the case was stayed, pending the outcome of certain petitions filed by ISE with
the U.S. Patent and Trademark Office (USPTO) in which ISE sought to invalidate the CBOE patents. On
2 March 2015 the USPTO has partially granted ISE’s petitions and has issued decisions determining
that all three CBOE patents are at least insofar invalid as they constitute unpatentable abstract ideas.
These decisions can be appealed by CBOE at the U.S. Court of Appeals for the Federal Circuit.

2012 corporate report, Deutsche Börse Group informed about proceedings, Peterson vs. Clear-

In its
stream Banking S.A., the first Peterson proceeding, initiated by various plaintiffs seeking turnover of
certain customer positions held in Clearstream Banking S.A.’s securities omnibus account with its US
depository bank, Citibank NA, and asserting direct claims against Clearstream Banking S.A. for damages
of US$250 million. That matter was settled between Clearstream Banking S.A. and the plaintiffs and the
direct claims against Clearstream Banking S.A. were dismissed.

In July 2013, the US court ordered turnover of the customer positions to the plaintiffs, ruling that these
were owned by Bank Markazi, the Iranian central bank. Bank Markazi appealed, and the decision was
affirmed on 9 July 2014. Bank Markazi has indicated that it will seek review in the Supreme Court.
Once that process is complete, if the funds are turned over, a related case, Heiser vs. Clearstream Bank-
ing S.A., also seeking turnover of the same assets, will be dismissed.

On 30 December 2013, a number of US plaintiffs from the first Peterson case, as well as other US
plaintiffs, filed a complaint targeting certain blocked assets that Clearstream Banking S.A. holds as a
custodian in Luxembourg. The defendants in this action, including Clearstream Banking S.A., have
moved to dismiss the case. On 19 September 2014, the US court heard argument on some of these
motions. The matter is now under the US court’s consideration. On 19 February 2015, the US court
issued a decision dismissing the lawsuit. Plaintiffs have the right to appeal the decision to the com-
petent US court of appeals.

On 2 April 2014, Clearstream Banking S.A. was informed that the United States Attorney for the South-
ern District of New York has opened a grand jury investigation against Clearstream Banking S.A. due to
Clearstream Banking S.A.’s conduct with respect to Iran and other countries subject to US sanction laws.
Clearstream Banking S.A. is cooperating with the US attorney.

A dispute has arisen between MBB Clean Energy AG (MBB), the issuer of a bond eligible in Clearstream
Banking AG, and end investors. MBB issued a first tranche of the bond in April 2013 and a second

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tranche of the bond in December 2013. The global certificates for the two tranches of the bond were
delivered into Clearstream Banking AG by the paying agent of the issuer. The dispute relates to the non-
payment of the second tranche of the bond with a nominal value of €500 million and the purported lack
of validity of the bond. Clearstream Banking AG’s role in this case is primarily to have accepted the note
in its system as national central securities depository. At this stage, it is unclear if and to what extent
potential damages exist and if so who would ultimately be responsible. MBB, the relevant paying agent
and Clearstream Banking AG have agreed on replacing the bond with a global certificate with a new
ISIN for so-called qualified investors. The replacement of the bond is currently being discussed by the
three parties. The issuer of the bond has informed Clearstream Banking AG that the process designed
to resolve the problem has been postponed. The three parties are continuing to discuss a replacement.

Measures to mitigate operational risks
Deutsche Börse Group takes targeted measures to reduce Deutsche Börse Group’s operational risk. The
most important of these are emergency and contingency plans, insurance contracts and precautions to
ensure that regulations are observed (“compliance”).

Emergency and contingency plans
It is essential for Deutsche Börse Group to provide its products and services as reliably as possible. It
must maintain its business operations and safeguard against emergencies and disasters. If its core pro-
cesses and resources are not available, there is a substantial risk for the entire Group and even a poten-
tial systemic risk for the financial markets in general. As a result, Deutsche Börse Group has set up a
system of emergency and disaster plans covering the entire Group (Business Continuity Management,
BCM). This covers all processes that ensure continuing operations in the event of a crisis and significant-
ly reduces availability risk. These include precautions in relation to all important resources (systems,
workspaces, employees, suppliers), including the redundant design of essential IT systems and the
technical infrastructure, as well as emergency measures for the absence of employees or the failure of
workspaces in core functions at all important locations. Examples of such precautions are listed in the

“Business continuity management” chart.

Preparations for emergencies and crises
The Group has introduced and tested a management process for emergencies and crises that enables
it to respond quickly and in a coordinated manner. This process is intended to minimise the effects on
business processes and on the market and to enable a quick return to regular operations. All business
areas have appointed emergency managers to act as central contacts and take responsibility during
emergencies and crises. The emergency managers inform the Executive Board or alert them in the case
of severe incidents. In the event of a crisis, the responsible Executive Board member acts as the crisis
manager. The emergency and contingency plans are tested regularly by realistically simulating critical
situations. Such tests are generally carried out unannounced. The test results are evaluated based on
the following criteria:

 Functionally effective: The measures must be technically successful.
 Executable: The employees must be familiar with the emergency procedure and be able to execute it.
 Timely: Emergency measures must ensure a restart of operations within the intended time period.

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Information security
Attacks on information security and cybercrime are operational risks that Deutsche Börse Group faces.
Cybercrime is increasingly becoming a focus for organised crime and now features high on the list of
crime statistics year after year. It is a threat to all financial services providers, credit institutions and to
Deutsche Börse Group. Given the increasing danger from cyber criminals, it is becoming increasingly
important for the Group to mitigate these specific risks and to intensify information security measures.
For this reason, Information Security (IS) was extended in 2014 and a comprehensive programme was
launched for the continuous improvement of the existing measures.

In particular, in 2014 the Group set up a situation centre (Computer Emergency Response Team, CERT),
which detects and assesses threats in cooperation with national and international financial intelli-
gence units at an early stage and coordinates risk mitigation measures in cooperation with the business
areas. In addition, a process has been established that aims to continually adapt information security at
Deutsche Börse Group to the growing and constantly changing requirements and to incorporate regula-
tory requirements at an early stage.

Insurance contracts
Operational risks that Deutsche Börse Group cannot or does not wish to bear itself are transferred to in-
surance companies, if this is possible at a reasonable price. For example, losses resulting from natural
disasters are insured. All insurance contracts are coordinated centrally so that the entire Deutsche Börse
Group has at all times consistent insurance cover offering an attractive cost-benefit ratio. The insurance
contracts are checked individually and approved by the CFO of Deutsche Börse AG.

Business continuity management

Emergency and crisis management process

Systems

Workspaces

Employees

Suppliers

■ Trading, clearing and

■ Emergency arrangements,

■ If a large proportion of

settlement systems, as well
as related networks, are
designed to be available
for operations at all times
without losing material data.

■ Since all data centres are
duplicated, the failure of
an entire location can be
contained immediately.

such as back-up workspaces,
are set up for all essential
functions.

■ Emergency workspaces
are fully equipped and
ready for use at all times.

■ In emergency situations,
numerous employees can
also access the systems
from home.

employees at a location are
unable to work, essential
areas of operations can
be moved to other sites.

■ In the event of a pandemic,

additional precautions
ensure that operations
remain active.

■ Contracts and agreed plans
of action specify emergency
procedures for suppliers and
service providers.

■ Supplier emergency prepara-
tions are carefully checked
on a regular basis.

■ If a supplier does not meet

the requirements, that
supplier is replaced by
another supplier, if possible.

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Compliance
The compliance function, in cooperation with the individual business segments, has the task of pro-
tecting the Group against a variety of monetary or non-monetary risks, such as reputational damage
that could arise if employees were to act in contravention of applicable laws, supervisory requirements,
market standards, or principles of proper corporate governance, or where the expectations of public
authorities, customers, investors, or the general public are not met.

As compliance expectations globally have grown in recent years for the financial services industry, so too
have the efforts and commitment to compliance within the Group, its regulated entities and market in-
frastructures, and in furtherance of the services provided to our customers and counterparts that are reg-
ulated entities. Among the regulatory requirements of recent years where the Group has further conduct-
ed, respectively implemented, specific compliance measures in 2014 are those under EMIR and under
the MaRisk of BaFin (German Federal Financial Supervisory Authority), and in connection with ongoing
expansion of activities and applications for additional licences for entities subject to regulation by the
Monetary Authority of Singapore (MAS), the United States Securities and Exchange Commission (SEC),
or the Commodity Futures Trading Commission (CFTC).

In addition to the role of advisor, the Compliance area at Deutsche Börse Group is responsible for a
range of policies, procedures and controls to help the business areas comply with applicable laws and
regulatory requirements, as well develop new products and services. In addition to ensuring that specific
regulatory requirements are met within the respective Group entities and jurisdictions, the Group has
adopted an enterprise-wide approach to its compliance function and common standards and policies for
certain areas of risk mitigation.

In general, the Compliance area supports business areas by means of measures that allow the Group com-
panies to comply with obligations related to the prevention of money laundering and terrorist financing
and the adherence to sanctions as well as to manage the risk involved. Furthermore, it applies policies
and procedures to prevent insider trading and market manipulation, including administering an insider
register in accordance with securities law requirements. The Group’s compliance area is also responsible
for issuing guidance on how to avoid conflicts of interest, fight corruption and prevent criminal offences
generally. In addition, compliance supports the internal control system to protect the Group itself, its in-
vestors and customers from financial losses. Another tool is the whistleblower hotline: this system can
be used to disclose suspected criminal acts or contraventions of the Group’s compliance regulations,
anonymously, if preferred, through a trusted third party.

By developing appropriate policies, the Group seeks to ensure that it protects the data and information
entrusted to it, including that banking and professional secrecy are maintained and personal data is pro-
tected. The EU has proposed a new General Data Protection Regulation to strengthen the European data
protection framework, and, in 2014, the Singapore Personal Data Protection Act came into force. The
Group has hired an additional data protection officer in early 2015, and responsibilties in this area are
carried out under the umbrella of the compliance function.

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In the course of 2014, the Group significantly increased its dedicated compliance personnel at the larg-
est offices in Germany and Luxembourg and across its global operations. Senior appointments include a
new Group Chief Compliance Officer, reporting directly to the Group Executive Board and responsible for
overseeing the compliance officers across the legal entities, and a new Clearstream Chief Compliance Of-
ficer. Further enhancements were made to the IT systems used for sanctions screening purposes, in par-
ticular to screen Clearstream securities and cash transaction instructions received from customers prior
to entering the processing life cycle. New compliance personnel in Prague and Singapore monitor these
systems for virtually around-the-clock operations on all business days. The project to further enhance
screening capabilities for financial sanctions and other compliance risks will continue in 2015 across
Group entities. Besides the enhancements to the IT system for sanctions screening, stricter rules and
measures within the customer due diligence processes have been implemented in order to prevent mon-
ey laundering and terrorist financing and to ensure compliance with financial sanctions rules by inten-
sifying the checks on customers and customer accounts. The purpose and extent of new and existing
business relationships is being monitored more intensively, focusing on transactions settled and portfoli-
os held in custody by Clearstream. This has helped to achieve an increased level of transparency with
respect to the beneficial owners of the assets under custody. The expansion of Clearstream’s Investment
Funds Services division through the integration of Clearstream Global Securities Services Limited. in Cork,
Ireland, (formerly Citco Global Securities Services Ltd.) led additionally to the hiring of a new compliance
officer at that location.

Further efforts to strengthen the compliance function foreseen for 2015 include the enhancement and
implementation of documents and guidelines governing the Compliance area across the Group more effi-
ciently and the development of supporting IT tools. The compliance officer at the International Securities
Exchange (ISE) in New York will focus on the implementation of the SEC’s newly issued Regulation Sys-
tems Compliance and Integrity (Regulation SCI). A multi-year effort will look to strengthen knowledge
and consistent links between specific regulatory requirements and risks on the one hand, and the specif-
ic risk mitigation policies and procedures on the other hand, across the major jurisdictions of the Group’s
activities, i.e. Europe, Asia and the United States. In the next few years, Deutsche Börse Group will be
following a roadmap, a plan that will guide the Group through strengthening compliance procedures and
supportive IT developments in the areas of case management, risk assessment and regulatory reporting.
The aim is to deliver a “best-in-class” compliance function that will both facilitate business and protect
the franchise. In setting its compliance-related goals, the Group is committed not only to ensuring com-
pliance with minimum regulatory requirements in relevant jurisdictions, but rather to the continued de-
velopment and implementation of best practices, where appropriate on a Group-wide basis.

Due to its commitment to compliance, the Group is interested in working with other global financial
market participants in the development and implementation of effective industry standards. In this re-
gard, the Group has engaged in efforts to address a key compliance challenge facing securities interme-
diaries in the form of increasing pressure in various regulatory contexts to look through customer nomi-
nee and omnibus accounts to the underlying owners of securities and the parties who buy and sell them.

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Throughout the course of 2014, Clearstream was in the forefront of industry efforts to raise awareness
of risks as well as risk mitigation opportunities. In light of the interdependency of many industry partici-
pants with respect to securities custody services, a focus was how intermediaries served by a custodian,
depository or settlement agent can and should put their provider in a position to comply at all times with
the provider’s own standards, applicable laws and regulations. The International Securities Services As-
sociation (ISSA) agreed to take on the development of anti-money laundering and compliance principles
for securities custody and settlement. Group participants remain actively engaged in this industry effort
to develop best practices which continues into 2015, and, once adopted, Deutsche Börse Group is
committed to implementing and promoting these industry standards.

In the light of the sectoral sanctions imposed by the EU, United States and other jurisdictions in re-
sponse to the crisis in the Ukraine, in particular with respect to the new types of obligations imposed
on the financial sector, Deutsche Börse Group has reached out proactively to other major market partici-
pants and regulators. The Group’s efforts sought to better share information, develop common under-
standings of the risks and practical challenges, to further develop appropriate risk mitigation measures,
and to understand interdependencies and the approach of other major market participants. One example
was through initiating a special meeting among all German stock exchanges and supervisory authorities
to discuss the implications of the sanctions and appropriate compliance measures. The commitment
to efforts such as these demonstrate the Group’s belief that an investment in an efficient and effective
compliance function will further its business activities and thus is in the interest of the Group and the
customers and markets it serves.

Financial risks
Deutsche Börse Group classifies its financial risks into credit, market and liquidity risks (see the

“Financial risks of Deutsche Börse Group” chart). At Group level, these risks account for about 21 per

cent of the entire risk profile (this information only includes credit and market risk; liquidity risks are not
quantified in the EC; see
note 36 to the consolidated financial statements). These risks primarily apply
to the Group’s financial institutions. As a result, the following explanation focuses on Clearstream and
Eurex Clearing AG.

Financial risks of Deutsche Börse Group

Financial risks

Credit

Market price

■ For collateralised and uncollateralised

■ For securities

Liquidity

■ Customer default

customer credits

■ For collateralised and uncollateralised

cash investments

■ In securities lending

■ Outstanding liabilities

■ Participation in clearing fund

■ When managing pension provisions

■ Payment obligations

■ Repayment of customer deposits

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Credit risk
Credit risk describes the danger that a counterparty might not meet its contractual obligations, or not in
full. Measurement criteria include the degree to which the credit line has been used, the deposited col-
lateral, as well as concentration risk. Clearstream and Eurex Clearing AG often have short-term claims
against counterparties totalling several billion euros overall, but these are in most cases secured by mar-
gins deposited by the market participants. The Group tests credit risk coverage by means such as exam-
ining how resilient the Group would be if its biggest counterparty were to default. Eurex Clearing AG
additionally tests its resilience if its two biggest counterparties were to default. In addition, it regularly
assesses the reliability of emergency plans for Eurex Clearing AG in the case of credit default. An as-
sessment of the reliability of the emergency plans for Clearstream is planned from 2015 onwards.

Furthermore, Clearstream Banking S.A. is exposed to credit risk arising from its strategic securities lend-
ing transactions (ASLplus). Only selected banks act as borrowers. All borrowing transactions are fully
collateralised. Only selected bonds may be used as collateral; these must be rated at least A+ by the
Standard & Poor’s (S&P) rating agency or the equivalent from other agencies. In the case of short-term
securities without individual ratings, the issuers must be rated at least A–1.

Clearstream grants credits to its customers in order to make settlement more efficient. This type of credit
business is, however, fundamentally different from the classic lending business. Firstly, credit is extend-
ed solely on a very short-term basis, normally for less than a day. Secondly, it is largely collateralised
and granted to highly creditworthy clients. Furthermore, the credit lines granted can be revoked at any
time.

According to its terms and conditions, Eurex Clearing AG only enters into transactions with its clearing
members. Clearing mainly relates to defined securities, rights, derivatives and emission allowances, that
are traded on specific stock exchanges. Eurex Clearing AG also offers this service for some over-the-
counter (OTC) products such as interest rate swaps and forward rate agreements. It serves as an inter-
mediary between the parties to the transaction (central counterparty) in order to reduce its customers’
credit risk by offsetting receivables. Clearing members deposit collateral with Eurex Clearing AG to re-
duce their reciprocal default risk.

To date, no default by a borrower with a secured credit line has resulted in material financial losses.
Deutsche Börse Group continues to view the probability that one of its borrowers could become insolvent
and that this could lead to losses for the Group as low. It considers the impact of such an event to be
low if the credit line in question is collateralised and medium if it is uncollateralised. The probability of
a counterparty to an uncollateralised credit defaulting is considered to be very low. The highest-profile
defaults in recent years include MF Global in 2012 and Lehman Brothers International (Europe) in
2008. In both cases, the safeguards worked, so that neither Clearstream nor Eurex Clearing AG suffered
a financial loss. The following

“Reducing credit risk” section outlines how credit risk is reduced.

Credit risk can also arise from cash investments. The Treasury department is responsible here, and has
Group-wide authority. Treasury largely makes collateralised investments of funds belonging to Group
companies as well as Clearstream and Eurex Clearing AG customers. To date, counterparty default has

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not led to any material loss for the Group. The probability the default of a counterparty to an uncollate-
ralised cash investment could lead to a loss is considered to be low, although the financial loss itself
could be significant.

The financial impact of several large, systemically important banks defaulting simultaneously could be
substantial. The probability of this scenario occurring is considered to be very low.

Reducing credit risk
Clearstream and Eurex Clearing AG assess the creditworthiness of potential customers or counterparties
of an investment before entering into business relations. The two companies do this in the same way:
they determine individual customers’ credit lines based on regular creditworthiness checks, which they
supplement with ad hoc analyses if necessary. They define haircuts for securities posted as collateral ac-
cording to the risk involved, and continually review their appropriateness. Clearstream includes all rele-
vant risk factors when determining haircut and the margin and allows a specific deduction to each. The
total haircut is calculated by adding together the individual margins for the relevant risk factors.

In order to identify potential concentration risks from individual counterparties, Clearstream further ana-
lyses the VaR at the level of the Clearstream Holding group. For this purpose, a credit risk VaR is calcu-
lated at the level of individual counterparties and compared with the overall credit risk VaR. Due to its
business model, Clearstream focuses almost exclusively on financial sector customers. However, there is
neither a material concentration of credit risk on any individual counterparty nor on individual countries.

Given the size and volatility of its clients’ liabilities, Eurex Clearing AG has developed a leading-edge
collateral management system, which is described in detail in the following section.

Safety for both participants and the clearing house
Each clearing member must prove that it has capital equal to at least the amount that Eurex Clearing AG
has defined for the different markets. The amount of capital for which evidence must be provided de-
pends on the risk. In order to mitigate Eurex Clearing AG’s risk that clearing members might default be-
fore setting open transactions, clearing members are obliged to deposit collateral in the form of cash or
securities (margins) on a daily basis and, if required, to meet additional intraday margin calls.

Eurex Clearing AG only permits securities with a high credit quality to be used as collateral. It continually
reviews what collateral it will accept and covers market risk using corresponding haircuts with a confi-
dence level of at least 99.9 per cent. It applies a further haircut to collateral from issuers in high-risk
countries or excludes them from being furnished as collateral altogether. The risk inputs are checked
regularly, and the safety margins are calculated daily for each security. In addition, a minimum safety
margin applies to all securities.

The margins are calculated separately for clearing member accounts and client accounts. Gains and
losses which result from intraday changes to the value of financial instruments are either settled in cash
by the counterparties (variation margin) or deposited with Eurex Clearing AG as collateral by the seller
due to the change in the equivalent value of the item (premium margin). In the case of bond, repo, or
,

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equity transactions, the margin is collected from either the buyer or the seller (current liquidating margin)
depending on how the purchase price performs compared to the current value of the financial instruments.
The purpose of these margins is to offset gains and losses.

In addition, Eurex Clearing AG protects itself from default by a clearing member against any risk that the
value of the positions in the latter’s account will deteriorate in the period before the account is settled by
obtaining additional collateral. This additional collateral is called additional margin in risk-based margin-
ing and initial margin in the Prisma method (portfolio-based risk management). The target confidence
level here is at least 99.0 per cent. Eurex Clearing AG checks regularly whether the margins match the
requested confidence level and currently calculates the margins using both risk-based margining and
the Prisma method. The new Prisma method is already available for the most important product groups:
equity derivatives, equity index derivatives and derivatives on fixed-income products. The intention is for
this method to fully replace risk-based margining until the end of December 2016. It takes into account
the clearing member’s entire portfolio and takes historical and stress scenarios into account when cal-
culating the margin requirements. The objective is to cover market fluctuations for the entire liquidation
period until the account is settled.

In addition to the margins for current transactions, each clearing member contributes to a clearing fund
depending on its individual risk profile. This fund is jointly liable for the financial consequences of a de-
fault by a clearing member to the extent that this cannot be covered by the member’s individual margin,
its own contributions to the clearing fund and Eurex Clearing AG’s clearing fund contribution. Eurex
Clearing AG uses regular stress tests to check whether its clearing funds match the risks. This involves
subjecting all current transactions and their collateral to market price fluctuations at a confidence level of
at least 99.9 per cent. In order to be able to determine potential losses in excess of a clearing member’s
individual margins, the impact of a potential default on the clearing fund is simulated. Eurex Clearing AG
has defined limits which, when exceeded, trigger an immediate adjustment to the scope of the clearing
fund if necessary. The following lines of defence are available in case a clearing member is unable to
meet its obligations to Eurex Clearing AG due to delays or defaults:

 First, the outstanding positions and transactions of the clearing member concerned can be netted

and/or closed from a risk perspective by entering into appropriate back-to-back transactions, or they
can be settled in cash.

 Any potential shortfall that might be incurred in connection with such a closing or cash settlement,
as well as associated costs, would be covered in the first instance by the collateral provided by the
clearing member concerned. As at 31 December 2014, collateral amounting to €49,784.7 million
had been provided for the benefit of Eurex Clearing AG (after haircuts).

 After this, the relevant clearing member’s contribution to the clearing fund would be used to cover the
open amount. The contributions range from €1 million to €389 million as at 31 December 2014.

 Any remaining shortfall would initially be covered by a contribution to the clearing fund by Eurex Clear-

ing AG. Eurex Clearing AG’s contribution amounted to €50 million as at 31 December 2014.

 Only then would the other clearing members’ contributions to the clearing fund be used proportionately.
As at 31 December 2014, the volume of Eurex Clearing AG’s clearing fund stood at €3,512.9 million.
After the contributions have been used in full, Eurex Clearing AG can request additional contributions
from each clearing member, which can be up to twice as high as their original clearing fund contributions.

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 Ultimately, a letter of comfort has been issued by Deutsche Börse AG. In it, Deutsche Börse AG states
that it would provide Eurex Clearing AG with up to €700 million to cover any remaining losses. The
letter of comfort may only be used for losses from on-exchange transactions.

 Finally, in the case of a shortfall, Eurex Clearing AG’s remaining equity of €240 million would be used

as at 31 December 2014.

In the event of a clearing member’s default, the Default Management Process (DMP) is triggered. Its
purpose is to rebalance the CCP, and thus to protect the non-defaulting participants from any negative
consequences resulting from the default. Every product cleared by Eurex Clearing AG is clearly assigned
to a so called liquidation group. Products within one liquidation group share similar risk characteristics
and can be liquidated simultaneously in case of a clearing member’s default. The DMP is conducted on
liquidation group level; all positions of the defaulted clearing member which belong to the same liquida-
tion group are jointly transferred to other participants via an auction or an independent sale. The clearing
fund is segmented along these liquidation groups based on their respective margin requirements. Should
the cost of a liquidation exceed the defaulter’s resources, Eurex Clearing AG will always provide its own
contribution to absorb losses, bevor using the mutual clearing fund. During a liquidation, Eurex Clearing
AG can convene committees of market experts (Default Management Committees) to advise on and sup-
port all liquidation activities.

Eurex Clearing AG has faced three defaults of clearing members to date: Gontard & MetallBank,
Lehman Brothers and MF Global. In all cases, the non-defaulters were fully protected by the CCP, as
the open positions were closed without resorting to Eurex Clearing AG’s own capital or the mutual funds
to the non-defaulters. A substantial portion of the defaulters’ margin remained unused and was returned
to the estate.

Deutsche Börse Group reduces its risk when investing funds belonging to Group companies as well
as client funds by distributing investments across multiple counterparties, all with a high credit quality,
by defining investment limits for each counterparty as well as by investing funds primarily in the short
term and in collateralised form if possible. Investment limits are established for each counterparty on the
basis of regular credit checks and using ad hoc analyses, as necessary. Since extending its licence as
an investment and credit institution under the Kreditwesengesetz (KWG, German Banking Act), Eurex
Clearing AG can also use Deutsche Bundesbank’s permanent facilities.

Stress tests are calculated for Clearstream and Eurex Clearing AG to analyse scenarios such as the default
of their largest client. The figures determined in this way are compared with the limits defined as part of
the risk-bearing capacity. In addition, the impact of several clearing counterparties defaulting at the same
time is calculated for Eurex Clearing AG. A special stress test examines Clearstream Banking S.A.’s credit
risk exposure from the settlement procedure with Euroclear. Moreover, inverse stress tests are calculated
to determine the number of clients that would have to default for losses to exceed the risk cover amount.
The results can lead to further analyses and measures to reduce risk. In the 2014 financial year, no risks
were identified to Clearstream and Eurex Clearing AG as going concerns in the course of the stress test
calculations.

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In addition, Clearstream Banking S.A., as a core infrastructure provider with a banking licence was in-
cluded in the ECB’s comprehensive assessment including stress test to ensure the integrity of the capital
markets. The Single Supervisory Mechanism, which was launched in November 2014, makes the ECB
the supreme regulatory authority for banks in the euro zone. Prior to the implementation of this mecha-
nism, the ECB undertook a critical analysis of the balance sheets of 130 euro zone banks and banking
groups. Clearstream Banking S.A. passed the stress test with very good results in all scenarios. In the
course of the extensive evaluation of the balance sheet and capital adequacy, the ECB confirmed the in-
stitution’s high resilience. However, Clearstream has not been placed under the ECB’s direct supervision.
Since the Single Supervisory Mechanism (SSM) is aimed at traditional banks, Clearstream has not been
classified as significant in terms of the SSM, regardless of its systemic importance.

Generally, Deutsche Börse Group records various risk indicators in addition to the risk measures EC,
earnings at risk and the credit stress tests performed. These include the extent to which individual
clients use their credit lines and credit concentrations.

Market risk
Market risks in operating business result from interest rate or currency fluctuations. Deutsche Börse
Group measures these risks using earnings-based sensitivity analyses for extreme interest rate or ex-
change rate fluctuations. It avoids open currency positions whenever possible. Additional market risks
can result from Deutsche Börse Group’s ring-fenced pension plan assets (Contractual Trust Agreement,
Clearstream pension plan in Luxembourg). By deciding to continue investing a significant proportion of
the pension fund on the basis of a market-recognised absolute return approach, including a value pre-
servation mechanism, the Group has reduced the risk of market price fluctuations. The probability of a
significant market risk occurring is low, and the Group also considers the impact to be low. Clearstream
and Eurex Clearing AG perform regulatory stress tests for market risk. However, since these market risks
are not substantial, no further stress tests are performed beyond those prescribed by the regulators.

Liquidity risk
Liquidity risk applies if a Deutsche Börse Group company is unable to meet its daily payment obligations
or only in return for increased refinancing costs. Operational liquidity requirements are met primarily by
internal financing, by retaining funds generated. The aim is to retain liquidity in the amount of operating
costs for one quarter; target liquidity currently ranges from €150 to €250 million. There is an intra-
Group cash pool for pooling surplus cash, as far as regulatory and legal provisions allow. Liquid funds
are invested exclusively short term in order to ensure that they are available. Short-term investments are
also largely secured by liquid bonds from first-class issuers. Deutsche Börse AG has access to short-term
external sources of financing, such as agreed credit lines with individual banks or consortia, and a
commercial paper programme. In order to cover its structural financing needs, Deutsche Börse AG has
used its access to the capital market to issue corporate bonds in recent years.

Clearstream’s investment strategy aims to be able to repay customer deposits at all times. Accordingly,
liquidity limits are set carefully. In addition, extensive sources of financing are available at all times,
such as ongoing access to the liquidity facilities at Deutsche Bundesbank and Banque Centrale du
Luxembourg.

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Due to its role as a central counterparty, Eurex Clearing AG has strict internal liquidity guidelines. Its
investment policy is correspondingly conservative. Regular analyses ensure the appropriateness of the
liquidity guidelines. In addition, Eurex Clearing AG can use Deutsche Bundesbank’s permanent facilities
as mentioned above.

The key liquidity risk for Deutsche Börse Group lies in customer default. If a clearing member of Eurex
Clearing AG defaults, its member position is liquidated. If a Clearstream customer defaults, the – gener-
ally collateralised and intraday – credit line granted to increase settlement efficiency would be called,
and the collateral provided by the client could then be liquidated. Deutsche Börse Group estimates the
probability of this risk to be low, with the possibility of medium financial losses. However, in this context,
the key risk lies not in financial losses but in the danger that the Group may not, respectively, not in a
timely manner, be able to meet its obligations.

To strengthen the risk management functions relating to this key risk, the first “fire drill” was held at
management level at Deutsche Börse Group in December 2014. This exercise simulated the default of
one of the Group’s customers. The aim was to test the management response, information flows and
decision processes within the Group in a crisis situation and to implement any improvements identified
as a result. It is planned to repeat this fire drill regularly and to enhance it further. At Clearstream, it is
also planned to hold a fire drill once a year from 2015 on. At Eurex Clearing AG, a similar fire drill is
already part of risk management; it is held once a year in cooperation with the clearing members.

In addition, the liquidity risk to which Clearstream and Eurex Clearing AG are exposed is subject to regu-
lar stress tests. Both the sources of liquidity and its use are tested based on defined historic and hypo-
thetical scenarios. In addition, inverse stress tests are performed to see which additional scenarios would
have to occur for liquidity to be insufficient. Clearstream and Eurex Clearing AG had sufficient liquidity
in the stress tests at all times in 2014.

Business risks
Business risk reflects the fact that the Group depends on macroeconomic developments and is influ-
enced by other external events, such as changes in the competitive environment or regulatory initiatives.
It therefore expresses the Group’s business environment and sector risk. It also includes business strate-
gy risk, i.e. the impact of risks on the business strategy and possible adjustments to it. These business
risks are represented as target /actual comparisons for EBIT, and are monitored constantly by the divi-
sions. Their weighting for the Group is of about 18 per cent of the total risk. Business risks may result
in revenues lagging budget projections or in costs being higher.

Competitive environment
Business risk includes the risk that US competitors such as the derivatives exchanges Chicago Mercan-
tile Exchange (CME) and IntercontinentalExchange (ICE), or the Nasdaq OMX stock exchange, might in-
crease their presence on the European trading markets (both on- and off-exchange). Deutsche Börse
Group classes such market entry as highly probable, but estimates its impact to be relatively low.

Reinvigoration of financial and debt crisis
If a peripheral state were to leave the European currency union, or if a state were to become insolvent,
this could mean that government bonds would not be redeemed or only would be redeemed in part.
Currently, the Group still views the probability of this risk occurring as low, and the possible conse-
quences as medium.

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Regulatory requirements
The risk arising from new regulatory requirements could significantly reduce trading volumes in the cash
and derivatives markets. This means that the revision of the Markets in Financial Instruments Directive
(MiFID II) and the Markets in Financial Instruments Regulation (MiFIR) could increase the Group’s busi-
ness risks. Facilitating access to European trading centres and clearing houses could lead to a greater
competition and have a negative effect on revenue in the Eurex and Xetra segments.

Moreover, increased transparency requirements as well as new rules on licensing indices used as
benchmarks laid down in MiFID II and MiFIR could negatively impact the revenue of the Market Data +
Services segment as well as the Eurex trading venue. The introduction of a financial transaction tax,
which continues to be supported by ten European states, could significantly reduce trading activities for
both Eurex and Xetra. This would go hand in hand with lower revenue not only for the marketplaces but
also for all post-trading businesses, and hence for the entire Group.

Deutsche Börse Group assumes a medium probability of occurrence for risks from new regulatory
requirements. The possible financial consequences of these risks are currently classed as medium.

Economic environment
A sustained period of weak trading activity in the market also presents a risk for the Group. The Group
views the probability of this risk occurring as well as the possible financial loss as medium.

Deutsche Börse Group simulates different scenarios in stress tests. The scenarios simulate the simulta-
neous occurrence of different business risks, such as the negative effects of stronger competition along-
side reduced business due to new regulations.

Project risks
Project risks can result from the implementation of ongoing projects (such as the launch of new products,
processes, or systems), which could have a material impact on one or more of the three other risk cate-
gories (operational, financial and business risk). Project risks are not broken down further. They are
evaluated by GRM and already considered in the initial phase of substantial projects. Currently, further
expansion of Deutsche Börse Group’s business in Asia, for example, is one of the key elements of
its strategic orientation. In addition, the implementation of the TARGET2-Securities settlement system
is currently an important project for Clearstream. CleAR is another key Deutsche Börse Group project.
Its goal is to develop an even more powerful platform for Eurex Clearing AG’s clearing system.

Ongoing monitoring and controls ensure that project risks are continually analysed and evaluated. Ulti-
mately, project risks figure as operational, financial and business risks, which is why they are quantified
within these risk types.

Key figures of the liquidation principle as at 31 December 2014

Required economic capital

Risk-bearing capacity

Utilisation

Early warning limit

Deutsche Börse
Group

1,939

2,591

€m

Eurex

819

1,092

Xetra

Clearstream

Market Data
+ Services

111

214

836

1,055

173

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Overall assessment by the Executive Board on the risk situation

Deutsche Börse AG’s Executive Board is responsible for risk management throughout the Group and
regularly reviews the entire Group’s risk situation. Its summary of the situation in 2014 is given here,
along with a final brief look at the coming financial year.

Summary
The past financial year saw additional external risk factors emerge for Deutsche Börse Group’s business.
A further increase in Deutsche Börse Group’s operational was identified mainly due to the Group’s busi-
ness becoming more international and, as a consequence, the higher complexity of regulatory framework
the Group has to comply with. In addition, availability risks have increased. The Group identified these
factors early on and took appropriate countermeasures. Due to these measures, Deutsche Börse Group’s
risk profile remained broadly stable. In the year under review, Deutsche Börse Group’s risks were always
covered by sufficient risk-bearing capacity, i.e. the allocated risk appetite limits were met.

As at 31 December 2014, the Group’s EC amounted to €1,939 million, a 19 per cent increase year-
on-year (31 December 2013: €1,630 million). Available risk coverage also increased by 8 per cent
to €2,591 million year-on-year (31 December 2013: €2,395 million). The earnings at risk as at
31 December 2014 were €696 million, while risk appetite was €990 million, based on adjusted EBIT
in 2014.

The Executive Board of Deutsche Börse AG is convinced that the risk management system is effective.
The Board strengthened the system in the past two years and reorganised the control function responsi-
ble for it. The Group-wide strategy to capture and manage risks, which now focuses more strongly on
risk appetite, forms the basis for internal risk management. It is codified in the three principles described
in this report.

Outlook
The Group continually assesses its risk situation. Based on stress tests, the calculated EC as well as the
risk management system, the Executive Board of Deutsche Börse AG concludes that the available risk-
bearing capacity is sufficient. Furthermore, it cannot identify any risk that could endanger the Group’s
existence as a going concern.

In 2015, the Group intends to further strengthen its Group-wide risk management. For instance, it
plans to enhance the default management process currently in place for Eurex Clearing AG not only at
Clearstream but in the entire Group. This will result in a harmonised process for the Group’s financial
institutions, taking into account the potential reciprocal effects of a counterparty default.

In addition, Deutsche Börse Group’s risk culture will be strengthened further by clearly assigning the re-
sponsibilities for risks in the business areas. In particular, operational risk management will be extended
further by introducing or reinforcing the role of the “OpRisk Representative” in each business area. This
will further strengthen the identification and analysis of operational risks as well as the action taken to
manage these risks.

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Report on opportunities

Organisation of opportunities management

Deutsche Börse Group’s management of opportunities aims to identify, evaluate and assess opportuni-
ties as early as possible and to take appropriate measures in order to transform opportunities into busi-
ness success.

Deutsche Börse Group evaluates organic growth opportunities both on an ongoing basis over the year
in the individual business areas and systematically at Group level as part of its annual budget planning
process. Suggestions from the Group’s business areas for new products, services, or technologies serve
as the starting point. The process begins with a careful analysis of the market environment: as well as
customer wishes, it also considers factors such as market developments, competitors and regulatory
changes. This draws on a range of opportunity development tools such as a strengths and weaknesses
analysis or inside-out and outside-in approaches.

The ideas for growth initiatives are fleshed out using uniform, Group-wide templates and subjected to a
profitability analysis. Qualitative aspects are documented in the form of a business plan, and expenses
and revenues are projected in detail for several years. The business plan includes for example information
about the product or service that is to be offered, as well as about target customers and competitors,
market size, barriers to market entry and the positioning of the product or service on the market. It
also outlines the resources required and the implementation approach – including a marketing/sales
strategy – and highlights potential risks. The profitability analysis is based on absorption costing. A dis-
tinction is made between expense- and expenditure-related variables, thus indicating the effect on both
the company’s income statement and its cash flow statement.

Once the business plan and profitability analysis have been prepared for the individual growth initiatives,
a decision is made as to their implementation. This is made by the Executive Board of Deutsche Börse AG
as part of the annual budget planning process. The Executive Board starts by setting the budget availa-
ble for growth initiatives, which depends on general business performance. This budget is then allocated
to the individual business areas on the basis of various factors (such as a business area’s contribution to
Group EBIT). The relevant growth initiatives within the business areas are then prioritised. Prioritisation
is based on the profitability analysis. It also takes risks into account and assesses the contribution of in-
dividual growth initiatives to the business area’s and Group strategy. Economies of scope, i.e. the bene-
fits offered to several business areas, also play a role in the prioritisation of growth initiatives. The initia-
tives that, taking into consideration the corresponding risks, make the highest value contribution and
that can be financed within the scope of the budget allocated to the business area are selected by the
Executive Board and incorporated into the budget.

Budgeting for growth initiatives involves reserving a full-year budget in the form of expenditures and ex-
penses for each selected growth initiative included in the investment portfolio. The budget is approved
by the Executive Board of Deutsche Börse AG in the course of the year and is broken down into project
phases. This ensures that funding approval is linked to project progress and that projects are reviewed
regularly. It also gives the Executive Board the opportunity to adjust the deployment of the funds re-
served for the year as a whole and to react to general business performance – if required, new growth
initiatives can be approved in the course of the year, for example.

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Monitoring of growth initiatives during the intraperiod budget approval process is facilitated by regular
reporting. Deutsche Börse AG’s Executive Board receives a monthly report on the status and progress
of initiatives currently being implemented. The report is coordinated by central functions in cooperation
with the individual projects from the business areas and compares planned costs and revenues with
actual budget utilisation and the revenues actually generated. In addition, financial planning is adjusted,
forecasts are updated and changes to the scope of the project are made transparent. Furthermore,
checks are used to establish whether milestones have been reached and project-specific risks and the
countermeasures taken are described. Project management and the supporting central functions com-
ment on the status of the project for the Executive Board.

Organic growth opportunities

In terms of organic growth opportunities, Deutsche Börse Group makes a basic distinction between
structural and cyclical opportunities. Structural opportunities arise, for example, as a result of regulatory
changes or new customer requirements, and can be influenced directly by the company. Cyclical oppor-
tunities, which are driven by macroeconomic changes, cannot be influenced directly by the company.

Structural growth opportunities
Deutsche Börse Group is currently focusing on structural growth opportunities relating firstly to OTC de-
rivatives clearing, collateral and liquidity management, secondly to further expansion in Asia and thirdly
to market data and IT.

Clearing of OTC derivatives
The liquidity problems experienced by major market participants during the financial crisis were triggered
by the non-settlement of bilateral over-the-counter (OTC) transactions that were mainly entered into on
an unsecured basis. In light of this, the leading industrialised nations (G20) agreed to create an effective
regulatory environment to make off-exchange derivatives transactions more transparent and more secure.
In response, the European Union has developed the European Market Infrastructure Regulation (EMIR),
which is aimed at regulating OTC trading with derivatives. EMIR includes the following regulatory requi-
rements:

 an obligation to clear standardised OTC derivatives transactions using a central counterparty
 special risk management requirements for transactions in non-standardised derivatives
 an obligation to report the transactions to a trade repository

EMIR entered into force on 16 August 2012 and is currently being implemented. To help market par-
ticipants meet its requirements, Eurex Clearing has developed a central counterparty for clearing OTC
derivatives transactions; this is known as “EurexOTC Clear” and has been available to the market since
13 November 2012. On 10 April 2014, Eurex Clearing received a clearing house licence in accordance
with EMIR. The granting of the licence confirms full compliance of Eurex Clearing’s clearing services
with the EMIR rules. Eurex Clearing can therefore already provide its members with services needed to
meet the upcoming clearing obligation for derivatives in Europe. The offering, which may later be ex-
tended to other asset classes, is aimed primarily at institutional customers and their interest rate de-
rivatives transactions (interest rate swaps). It focuses in particular on security and efficiency, allowing

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customers to gain the full benefit of Eurex Clearing’s risk and collateral management services for their
OTC transactions as well. By the end of 2014, the offering had 39 clearing participants and over 59
registered clients, such as fund management companies, banks, or insurance companies. Several delays
in drafting and implementing EMIR have also delayed the effective date of the clearing obligation. At the
time of publication of this management report, the company expects it to enter into force in the second
quarter of 2015.

Collateral and liquidity management
The collateral and liquidity management offering developed as part of the Global Liquidity Hub growth
initiative enables Clearstream to help its customers cope with the structural changes they are facing,
such as those resulting from the additional liquidity requirements under Basel III and the new clearing
obligations under EMIR. The Global Liquidity Hub allows banks to use the assets that Clearstream holds
in custody on their behalf more efficiently across different platforms and countries. Since this is a key is-
sue worldwide, Clearstream markets its collateral management system to third parties and has entered
into corresponding outsourcing agreements with various market infrastructure operators around the world.
This service – the Liquidity Hub GO (Global Outsourcing) – is at different stages of development with
Clearstream’s international partners. In addition to central securities depositories, Clearstream has also
signed agreements with custodian banks to allow them to benefit from Clearstream’s collateral manage-
ment expertise. By the end of 2014, four central securities depositories (CSDs) – from Brazil, Australia,
Spain and South Africa – had been connected to the Liquidity Hub GO. Moreover, letters of intent have
been signed with other exchanges and CSDs, among others in Norway, Singapore and Canada. In addi-
tion to CSDs and exchanges, several custodian banks, such as BNP Paribas, Standard Chartered and
Citibank have now also been connected, Deutsche Bank signed a letter of intent. In November 2014,
Clearstream and Standard Chartered Bank implemented a collateral management service for Singapore.
Mutual customers of Clearstream and Standard Chartered can now consolidate their securities holdings
deposited with the two service providers into a single central pool and use them to cover their global
financial risk with any counterparty connected to the clearing system.

Expansion in Asia
In addition to growth in OTC and unsecured markets, the Group is focusing on expanding its business in
growth regions. A particular emphasis is on Asia, where the Group is already successfully represented by
Clearstream subsidiaries in particular. Among other things, Clearstream has operated a permanent estab-
lishment in Singapore since 2009, which has its own banking licence. The company expects further
growth in the Asia-Pacific region in areas such as collateral and liquidity management. The Group has
already achieved initial successes in this area by connecting the Australian Stock Exchange to the Global
Liquidity Hub and by signing a corresponding agreement with the Singapore Exchange (SGX).

After successfully positioning Clearstream in Asia, it is the Group’s declared aim to clearly increase the
proportion of Asian products and customers in other business areas as well in the medium term. In the
Eurex segment, the focus to date has been on product alliances and on connecting participants to the
global network. One example is the successful partnership Eurex entered into with the Korea Exchange
(KRX): products based on South Korea’s benchmark KOSPI index have been traded on Eurex since 2010.
The alliance launched with TAIFEX, the Taiwan Futures Exchange, in 2014 follows this example: Eurex
acquired a 5 per cent interest in TAIFEX in order to strengthen this strategic product partnership. The
Eurex/TAIFEX link went live on 15 May 2014. The alliance allows Eurex participants to trade and clear
futures and options on Taiwan’s TAIEX benchmark index during trading hours in Europe and the USA.

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Derivatives on the TAIEX index are among the most heavily traded Asian equity indices contracts. Nu-
merous proprietary traders and local brokers from Taiwan and other Asian countries already have access
to the new Eurex/TAIFEX products through various clearing participants based in Asia and Europe. These
include the Singapore-based United Overseas Bank Ltd. (UOB), one of Asia’s biggest financial institu-
tions. Admitted on 15 May 2014, UOB is Eurex Clearing’s first Asian clearing participant.

Furthermore, the agreement on the strategic cooperation between Deutsche Börse Group and Bank of
China signed in March opened up new perspectives for the expansion of the China business. The two
companies will develop the financial infrastructure needed to underpin further bilateral economic coop-
eration and to support the internationalisation of the renminbi by promoting Frankfurt/Main as the Euro-
pean offshore centre for the Chinese currency.

As a major milestone in its Asia strategy, the Group also plans to build a local clearing infrastructure for
the derivatives area in order to support the growth within the Asian region. In January 2015, Deutsche
Börse Group received ‘in-principle’ regulatory clearance from the local financial supervisory authority to
set up a clearing house in Singapore. With the launch of the clearing house in Asia, which is planned for
2016, the trading hours at Eurex Zürich will be extended to allow trading participants in the Asian time
zones to trade and clear derivatives via Deutsche Börse Group. In addition, through its subsidiary EEX,
Deutsche Börse Group acquired a majority interest in Cleartrade Exchange Pte. limited, a Singapore-
based futures exchange, at the beginning of 2014.

Market data and IT
Asia also offers growth opportunities for the Market Data + Services segment: the Group is planning
further growth from distributing capital market data, indices and technology solutions.

Shanghai Stock Exchange has been designated as the exclusive distributor and licensor for Deutsche
Börse market data products in mainland China, while Deutsche Börse acts as the exclusive global licen-
sor for the above-mentioned Cleartrade Exchange. Moreover, in August 2014, Deutsche Börse and Phil-
ippine Stock Exchange signed a memorandum of understanding to establish a market data cooperation
between the two exchanges.

In the index business, the Group aims to give STOXX, which is already established as an index provider
in Europe, a more global reach so that other indices can be developed and marketed worldwide along-
side the DAX® and STOXX® index families. Diversifying the range of indices aims to tap into new cus-
tomer groups, both within Europe as well as in Asia and America. For this reason, it has systematically
expanded its offering of indices on Asian underlyings, such as the STOXX China Total Market indices,
and won further customers for its broad range of index products. Among other things, STOXX expanded
its offering for Chinese investors in 2014: July saw the launch of the HuaAn Germany DAX 30 ETF, the
first ETF available in China to use a European index as its underlying.

In addition, the Group has increased external marketing of its internally developed trading, clearing and
collateral management technology to third parties in order to win further customers above and beyond
its existing alliances. In 2014, the technology alliance with the BSE (formerly Bombay Stock Exchange)
was extended to include the cash market, and the Mauritius-based African Stock Exchange opted for
Deutsche Börse’s cash market system; the Xetra® technology is already used by the exchanges in Vienna,
Prague, Ljubljana, Budapest, Dublin and Sofia, as well as in Malta and the Cayman Islands.

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“Expected net revenue contribution by structural growth opportunities in 2017” table details the

The
financial potential of the three growth initiatives described above. Please note that the additional net rev-
enue is expected in 2017.

Other structural growth opportunities
In addition to these initiatives, the Group has identified a number of other structural factors that should
have a positive impact on business success.

 Within the framework of the TARGET2–Securities (T2S) project, the European Central Bank (ECB) is
planning the harmonisation of cross-border securities settlement in central bank money in Europe for
2015. Clearstream took part in this initiative since an early stage and made considerable investments
in the adaption of its systems to the new settlement structure. Clearstream will migrate to T2S in Sep-
tember 2016. For Clearstream, T2S is an opportunity to expand its business with existing and new
customers and consolidate its position as a leading provider of post-trade services in Europe.

 In January 2014, agreement was reached at a European level on the MiFID II Directive: among other
things, OTC derivatives transactions will in future have to be settled via organised trading facilities, a
requirement that is expected to benefit Eurex. In addition, it was resolved to limit the volume of equities
traded in dark pools. The Group expects this restriction to have a positive impact on the volumes trad-
ed on Xetra.

 Risk management is becoming more important as a consequence of the financial crisis. The company
expects market participants to make greater use of Eurex Clearing’s clearing services to net out transac-
tions in different asset classes and hence to eliminate counterparty risk.

 As a result of the European legal and administrative framework relating to certain undertakings for col-

lective investment in transferable securities (UCITS V), the company expects that traditional investment
funds will increasingly include derivatives in their portfolio strategies. This could result in additional
business for the Eurex segment.

 For Clearstream’s post-trade activities, the company anticipates that, in the long term, companies will
increasingly raise capital through equity and debt financing on the capital markets. This is related to
the higher capital and liquidity requirements for banks and the resulting negative impact on the total
volume of available credit. For Clearstream, this could have a positive effect on custody volumes,

Expected net revenue contribution by structural growth opportunities in 2017

Structural growth opportunities

Description

OTC derivatives clearing

Clearing services for OTC derivatives trading in response to
regulatory requirements (EMIR)

Collateral and liquidity
management

Expansion in Asia

Market data and IT

Expansion of collateral and liquidity management services
on a global basis; positive effects of these services on
Clearstream’s core business

Further expansion in growth markets in Asia, especially in the
Clearstream and Eurex segments

Globalisation of index provider STOXX
Intensified marketing of IT solutions to external customers

Approximately
€50 to €75 million

Expected additional
net revenue

Approximately
€50 to €100 million

Approximately
€100 million

Probability1)

High

1) See the

“Description of risks” section for an explanation of the terms.

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especially in the international bond segment. In addition, given the growing internationalisation of the
capital markets, the company is continuing to expect a sharper rise in the volume issued internationally
compared with national bond issues.

Cyclical opportunities
In addition to structural growth opportunities, Deutsche Börse Group has cyclical opportunities, for
instance as a result of positive macroeconomic development. For example, since the end of the third
quarter of 2014, there has been growing uncertainty regarding global economic performance as well
as another interest rate cut by the ECB; as a result, volatility on the stock and interest rate markets
has increased. This resulted in a higher demand for hedging and in a significant increase in trading
volumes on regulated markets at the beginning of the fourth quarter. Although the company cannot
influence these cyclical opportunities directly, they could lift Deutsche Börse Group’s net revenue and
consolidated net income significantly in the medium term:

 In the cash and derivatives market segments (Xetra and Eurex), sustained positive economic develop-
ment, an improvement in the situation of the southern EU member states, a lasting rise in investor
confidence in the capital markets and, as a result, a renewed rise in risk appetite among market partic-
ipants, as well as a sustained increase in stock market volatility, could stimulate trading activity by
market participants and boost trading volumes for the year as a whole, comparable to what occurred
in the fourth quarter of 2014.

 The volumes of interest rate derivatives traded on the Group’s derivatives markets could rise as a

result of increasing speculation about trends in long-term interest rates for German and other Euro-
pean government bonds, if key interest rates actually rise and if the spread between the various
European government bonds continues to narrow.

 While the company does not expect the ECB to change its low interest rate policy during the forecast
period, the US Federal Reserve could start to incrementally raise interest rates in the second half of
2015. This would, among other things, positively impact Clearstream's net interest income as some
40 per cent of its daily cash balances are denominated in US dollar. Considering all customer cash
deposits, raising key interest rates by one basis point could lead to an increase of income of some
€100 million.

 In the post-trade segment, Clearstream, a reduction in the liquidity supplied by the central banks could
encourage bond issuance and lead to an increase in custody volumes. Moreover, this could increase
demand for Clearstream’s range of collateral and liquidity management services.

 In the market data business, an increase in the number of employees at companies active on the

financial markets could lead to growing demand for data packages.

External growth opportunities

In addition, the company regularly explores external growth opportunities, which are subjected to the
same kind of stringent analysis as its organic growth initiatives. For this reason, only a small number of
the opportunities analysed are ultimately realised. Examples of external growth in the past few years in-
clude the takeover of the London-based cloud services provider Impendium Systems Ltd at the beginning
of 2014 and of Citco’s hedge fund business, the acquisition of all the shares of Eurex from SIX Group AG
and of a majority interest in EEX and Powernext, as well as the increased stake in the index provider
STOXX Ltd. Deutsche Börse Group is also open to alliances and equity investments in Asia – examples

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can be found in the
that the company already offers a very comprehensive range of products and services along the entire
value chain, its focus is squarely on leveraging organic growth opportunities.

“Eurex segment” and “Clearstream segment” sections. In general, however, given

Report on expected developments

The report on expected developments describes how Deutsche Börse Group is expected to perform in
financial year 2015. It contains statements and information on events in the future and is based on
the company’s expectations and assumptions at the time of publication of this report. In turn, these are
subject to known and unknown opportunities, risks and uncertainties. Numerous factors influence the
Group’s success, its business strategy and financial results. Many of these factors are outside the com-
pany’s control. Should opportunities, risks, or uncertainties materialise or one of the assumptions made
turn out to be incorrect, the actual development of the Group could deviate either positively or negatively
from the expectations and assumptions contained in the forward-looking statements and information
contained in this report on expected developments.

Development of the operating environment

Macroeconomic environment
Deutsche Börse Group anticipates that the global economy will grow moderately during the forecast period.
In the case of the emerging markets, the Group expects that countries with a current account surplus
will expand at an above-average rate. Moreover, the Group expects that economic growth in the indus-
trialised nations will also pick up again following a number of difficult years in the wake of the financial
crisis. In the USA, there were already signs of a recovery in 2014 and this is expected to continue in
2015. With respect to Europe, the Group is also forecasting a slight improvement in the economic situa-
tion, in particular because southern European countries such as Italy or Spain have returned to more
significant growth or will no longer be in recession in 2015. In view of this essentially positive situation,
the company expects market participants to regain confidence in the capital markets. However, currently
uncertain factors such as geopolitical crises or uncertainty about the credit quality and liquidity of indi-
vidual euro zone states, for example Greece, as well as the monetary policy adopted by the central bank
or a crisis of confidence in the currencies of certain emerging market countries could unsettle the mar-
kets again. As regards interest rate trends, the Group does not expect to see any fundamental departure
from the current low interest rate policy in Europe. Moreover, the ECB announced an extended bond-
buying programme in January 2015 to counter deflation risks in the euro zone. This additional liquidity
for the capital markets will cause interest rates to fall further or stabilise at a historically low level. The
additional liquidity should have a positive effect on the trading volumes on the cash and derivatives
markets. In contrast to Europe, market participants are expecting a reversal of interest rate policy to
occur sooner in the USA. This would in part benefit the net interest income from banking business
generated by Clearstream.

In its forecast of economic development for 2015 published in January 2015, the International Mone-
tary Fund (IMF) predicts an increase of around 1.2 per cent in the euro zone and growth of around
1.3 per cent in Germany. The insignificant difference between the euro zone and Germany is a result of
substantially stronger growth than in previous years in countries such as France, Italy and Spain. Expec-
tations for the United Kingdom and the United States are significantly higher than for the euro zone. In

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2015, the economy is forecast to grow by around 2.7 per cent in the UK and by around 3.6 per cent in
the US. The highest growth by far in 2015 – approximately 6.4 per cent – is again expected in Asian
countries (and especially China) in anticipation of high domestic demand. Given the extremely varied es-
timates for the different economic regions, global economic growth is projected to be around 3.5 per cent
in 2015.

Regulatory environment
Governments and central banks are currently working on strengthening regulation of the financial
markets to further stabilise the financial sector and prevent future crises of the experienced degree of
severity. The measures envisioned, and in some cases already initiated, range from revising the legal
framework for banking business and capital requirements through rules for clearing OTC derivatives
transactions to improving financial market supervision (for more information, please see the
“Regula-
tory environment” section of the report on the economic position). For Deutsche Börse Group’s custom-
ers, the ultimate impact of these far-reaching regulatory reform projects on market structures and busi-
ness models is difficult to gauge accurately at present. Deutsche Börse anticipates that this uncertainty
will continue to weigh on the business activities of market participants during the forecast period. For the
Group itself, the different regulatory projects will have both positive and negative consequences. Overall,
however, the Group sees the changing regulatory environment as an opportunity to expand its business
further, see the

report on opportunities for further details.

In addition to the structural opportunities arising from regulation, the Group expects further debate in the
forecast period on the potential introduction of a financial transaction tax as well as on capital require-
ments, especially for clearing houses.

The introduction of a financial transaction tax will continue to be pursued in 2015 by some member
states of the European Union, which have formed an alliance to achieve greater cooperation. The intro-
duction of such a tax would negatively impact Deutsche Börse Group’s business development. Since the
eleven participating member states have been unable to date to reach agreement on the tax base, tax
rates and technical collection and remittance methods, it is not possible to gauge the concrete impact on
the Group’s business.

Moreover, from Deutsche Börse Group’s perspective, the current debate on strengthening the equity base
of global systemically important banks and on adequate capital resources for clearing houses will not
have any material effect on the equity base of its regulated companies in the short term. The companies
belonging to Deutsche Börse Group already have comprehensive internally defined buffers and are plan-
ning to address possible additional capital requirements resulting from the phased introduction of mod-
erate new capital buffers.

Future development of results of operations

Given its diversified business model and multiple sources of revenue, Deutsche Börse Group continues to
consider itself very well positioned and expects to see a positive trend in its results of operations in a me-
dium and long term perspective. This expectation is based on, among other things, the growth opportuni-
ties that the company intends to exploit in the medium to long term (see the
for further details). The Group expects net revenue to increase further in the forecast period. This assump-
tion is primarily based on three factors. Firstly, cyclical conditions, especially stock market volatility, have
improved significantly since the end of the third quarter of 2014 and are having a positive effect on trad-
ing volumes in equities and equity index derivatives. Secondly, this assumption reflects an increase in

report on opportunities

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net revenue of around €80 million as a result of the consolidation of Citco Global Securities Services Ltd.
as at 3 October 2014 and of Powernext SA as at 1 January 2015. And thirdly, the Group expects the
contribution from its structural growth initiatives to rise further. Depending on the development of
the operating environment, the impact of both cyclical and structural growth drivers and the success
of new products and functionality, Deutsche Börse Group expects net revenue to increase by approxi-
mately 5 per cent to 10 per cent in the medium term. For 2015, net revenue is expected to increase
to between €2,100 million and €2,300 million.

If, contrary to expectations, general conditions turn out to be worse than as described above, or if cau-
tion persists among its customers, especially those of the Group’s business areas that depend on trading,
the company believes it is nevertheless in a position to continue to do business profitably due to its suc-
cessful business model and its rigorous cost discipline.

The Group will compensate for the expected inflation-linked cost increases after the forecast period
thanks to the additional annual savings of €70 million until 2016 that were resolved in 2013. At the
same time, these provide the Group with the freedom needed to continue its growth and infrastructure
initiatives, which it intends to use to take advantage of opportunities presented by the structural and
regulatory changes on the financial markets and to harness the potential offered by growth markets such
as Asia. The Group’s operating costs have been rising since 2011, primarily as a result of the increased
level of investments as well as consolidation effects. For 2015, the company expects additional operat-
ing costs of approximately €110 million. This increase will primarily be driven by consolidation effects
(see above) amounting to around €70 million, but they will be offset by additional net revenue of
€80 million. In addition, there will be currency effects amounting to approximately €20 million because
of the euro’s significant weakening against the US dollar and the Swiss franc. These currency effects are
likewise offset by additional net revenue. Moreover, the Group continues to invest in structural growth
and infrastructure aimed at, among other things, advancing the extension of collateral and liquidity
management services, the connection to TARGET2-Securities and expansion in Asia. Here, the company
anticipates an increase of about €20 million, attributable firstly to higher investments and secondly to a
year-on-year rise in depreciation and amortisation expenses due to initiatives already completed. In total,
the company therefore expects operating costs of €1,180 million in 2015, adjusted for special factors
such as efficiency programmes. As at the publication date of this combined management report, the
company is expecting that operating costs will be affected by special factors of some €30 million, espe-
cially relating to costs for efficiency measures as well as mergers and acquisitions.

The expected increase in net revenue by approximately 5 per cent to 10 per cent and the planned in-
crease in operating costs would result in EBIT adjusted for special factors of approximately €925 million
to €1,125 million. The Group anticipates an unchanged tax rate of approximately 26 per cent for the
forecast period, adjusted for any special factors. Consequently, consolidated net income for the period
would amount to approximately €625 million to €775 million, adjusted for special factors in both cases.

The parent company Deutsche Börse AG has also considered in its planning the cyclical market envi-
ronment and structural growth opportunities which were described above for Deutsche Börse Group.
For 2015, the company expects net revenue to be above the level of 2014. Depending on how the fac-
tors described above will develop, net revenue could amount to between €1.0 billion and €1.2 billion.

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Taking into consideration this scope, stable costs and growing dividend income, the company expects
net profit for the year to reach approx. €0.4 billion, adjusted for exceptional items.

Eurex segment
In the past year, the cyclical factors (see the
“Results of operations” section for details) led to an over-
all decrease in derivatives trading volumes. The sharp increase in stock market volatility since the end
of the third quarter resulted in a significant rise in trading volumes, especially in equity index derivatives,
in the fourth quarter of 2014. Deutsche Börse Group believes that structural growth factors will remain
dominant over the long term, and that they will positively influence trading volumes in all product seg-
report on opportunities for further details), but that in the short term, the cyclically
ments (see the
positive business environment will also lead to an increase in trading volumes, especially in the area
of equity index derivatives.

Eurex will continue to invest systematically in implementing its technology roadmap and expanding its
product offering in the forecast period. The investment focus will still be on expanding risk management.
For example, the segment is planning a further expansion of its portfolio-based risk management activi-
ties and of the functions used to segregate customer positions. The product offering will also be extended
by providing clearing services for the securities lending market. Among other things, these new features
are being implemented so as to further enhance the attractiveness of clearing services for OTC deriva-
tives trading from the customer perspective. In the medium to long term, the company expects this ini-
tiative to deliver significant additional net revenue. Moreover, the Eurex segment is planning to establish
a new clearing house in Singapore to give local market participants access to selected European bench-
mark derivatives listed on Eurex Exchange during trading hours in Asia. Since the regulatory require-
ments to settle OTC derivatives transactions via a central counterparty are only expected to finally enter
into force in the course of 2015 and the clearing house in Asia is still in the set-up phase, the Group
does not anticipate any material additional contribution to net revenue for 2015 from these investments.
As for the cyclical business drivers in the Eurex segment, persistently high stock market volatility could
continue to have a positive effect on business activity. Stock market volatility at the level of the last
months before the publication of this report would have a significantly positive impact on trading in in-
dex derivatives. At the same time, the extended programme of the ECB for purchasing government and
corporate bonds could have a negative effect on volatility on the interest rate market, which could in
turn lead to a further decline in trading volumes in interest rate derivatives. Following the positive devel-
opment of volumes traded on EEX in the year under review, and given the continuing positive market
environment for trading in power and gas products, the Group expects business activity to revive further
during the forecast period.

Xetra segment
As in the past, net revenue in the Xetra cash market segment will continue to depend on equity mar-
ket trends and equity market volatility in the future, but also on structural and cyclical changes in
trading activity. Similar to the previous year, the first nine months of 2014 saw a significant level of cau-
tion on the part of market participants, but stock market volatility increased significantly at the end of
the third quarter, which also pushed up trading volumes in the cash market, in some cases significantly
so. At the time of preparing this management report, the company expects average stock market volatili-
ty to be higher in 2015 than in the previous year. In light of this, a further year-on-year increase in net
revenue can be assumed for 2015. Sustainable growth would, in addition, require a further improve-
ment in investor confidence.

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In addition to enhancing its cash market, the company will continue to maintain a close watch on
changes in the competitive environment for the European cash markets. As in the past, it considers it-
self well positioned to retain its status as the market leader for trading German blue chips and to offer
its customers across the globe an attractive range of products and services for cash trading in German
and European equities, as well as equities clearing. However, due to the stronger competition in the
cash market, further shifts in the market shares of all competitors cannot be ruled out.

Clearstream segment
The Clearstream segment generates its net revenue primarily from the settlement and custody of interna-
tional bonds – a business that is much more stable and only less subject to fluctuations on the capital
markets than the trading business. In light of regulatory requirements and the loss of confidence among
market participants, the Group anticipates a structurally driven increase in demand for collateral and
liquidity management services. For this reason, Clearstream is systematically expanding its international
Global Liquidity Hub offering: Following the four central securities depositories and three custodian
banks that had already connected to the Global Liquidity Hub by the end of 2014, further connections
are planned for the forecast period. Furthermore, during the forecast period Clearstream will make prepa-
rations for TARGET2-Securities (T2S), the European Central Bank’s future central settlement platform. In
the medium to long term, Clearstream expects its attractive collateral and liquidity management and its
strong position in the T2S network to result in increased business activity and consequently significant
additional net revenue. However, since the new partners can only be connected consecutively and Clear-
stream itself will only be connected to T2S in 2016, the Group anticipates only a moderate contribution
to net revenue for 2015. The monetary policy pursued by central banks in the forecast period will also
have an impact on Clearstream’s business. Due to the extended programme for purchasing government
and corporate bonds announced by the ECB in January 2015, transaction activity is expected to in-
crease in the medium term. At the same time, however, this could have a dampening effect on securities
issuance and liquidity management. If, contrary to expectations, monetary policy becomes more restric-
tive, this would have positive consequences for securities issuance, the use of collateral and liquidity
management services, and net interest income in the banking business. Should the Federal Reserve
initiate a reversal of interest rate policy in the USA in 2015, as expected by the capital markets, this
would already have a positive effect on net interest income in 2015, because a significant proportion of
customer balances is denominated in US dollars.

With regard to its customer structure, the company continues to expect that consolidation in the financial
sector will persist and that customers in Clearstream’s domestic and international business will merge.
These larger customers would benefit from greater discounts, which would lead to a decline in average
fees. Although Deutsche Börse faces especially intense competition in the areas of the settlement and
custody of international bonds, the company does not expect this to have a major impact on its net rev-
enue or to result in a loss of market share during the forecast period.

Market Data + Services segment
The aim of the segment is to accelerate the expansion of Deutsche Börse’s technology leadership and
expertise in the area of market data by pooling all the company’s relevant resources in a dedicated, mar-
ket-driven business unit. This shall open up untapped growth opportunities in the medium to long term.

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During the forecast period, the company anticipates a slight increase in net revenue in the Market Data
+ Services segment. This expectation is based on the continuous expansion of the product range in all
areas and greater marketing of these products in growth regions. Such a development should benefit the
Group’s index business in particular. Moreover, given the significant structural growth in the market for
passively managed assets, the Group has identified an additional growth driver that is expected to fur-
ther strengthen demand for index licences for exchange-traded funds. In addition to the distribution of
index licences, the Group also participates in the growing investment volumes in these products. In light
of this, the Group believes it is well placed to position its globally focused range of indices to an increas-
ing extent in the Asian market as well.

Development of pricing models
Deutsche Börse anticipates sustained price pressure in some of its business areas during the forecast
period. The company’s objective is to mitigate this price pressure by continually improving its products
and services and offering selective incentives for price-elastic business.

Over the long term, the average net revenue per unit concerned (e.g. trading or clearing fees per trans-
action, fees for custody services) is expected to decline slightly in all areas of the Group. This is a result
of the laddered pricing models that lead to a decline in income per unit as customers’ business activities
increase.

Development of non-financial performance indicators

Initiatives to promote the transparency and security of the markets will be a focus during the forecast
period, ensuring Deutsche Börse Group’s value contribution to society. To live up to this goal, Deutsche
Börse will continue to expand its Group-wide product and service offering in the area of market transpar-
ency, for example by adding indices developed and calculated by the Group. Moreover, the investments
in the trading and clearing infrastructure already made in 2014 as well as those planned for 2015 will
ensure that the systems meet global customer and market requirements. Against this background, the
company anticipates that the availability of the different systems will be maintained at the very high level
of previous years throughout the forecast period.

Responsible management with a focus on long-term value creation is of considerable importance for
Deutsche Börse Group as a service company. In particular in view of demographic change and the
resulting shortage of specialist staff, the company aims to continue to position itself adequately and
therefore intends among other things to increase the number of women in management positions. The
German Federal Cabinet has adopted a "Draft Act on the Equal Participation of Women and Men in
Leadership Positions in the Private and Public Sectors", which is expected to be passed into law shortly.
The intention is that companies that are listed, but not fully subject to co-determination, such as
Deutsche Börse AG, should set targets to increase the proportion of women on the supervisory board,
the executive board and the two management levels below the executive board. Deutsche Börse AG had
already set itself targets for increased participation of women in management positions in the past; they
are published in the corporate governance report. Once the act has entered into force, Deutsche Börse
AG will again address the issue of increasing the proportion of women and define targets in accordance
with the new legal requirements.

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Future development of the Group’s financial position

The company expects operating cash flow, which is Deutsche Börse Group’s primary funding instrument,
to remain clearly positive in the forecast period. With regard to liquidity, the Group expects two signifi-
cant factors to influence its development. Firstly, the company plans to invest €150 million per year in
intangible assets and property, plant and equipment on Group level during the forecast period on a con-
solidated basis. The investments will be reported as cash flows from investing activities and will serve
primarily to develop new products and services in the Eurex and Clearstream segments and enhance ex-
isting ones. The total mainly comprises investments in the trading infrastructure and risk management
functionalities. Secondly, the Executive Board and Supervisory Board of Deutsche Börse AG will propose
to the Annual General Meeting to be held in May 2015 that a dividend of €2.10 per share should be
paid. This would correspond to a liquidity outflow of €386.8 million. Apart from the above, no further
material factors were expected to impact on the Group’s liquidity at the time the management report was
prepared. As in previous years, the Group assumes a solid liquidity basis due to its positive cash flow,
adequate credit lines (see
ble management and planning systems.

note 36 to the consolidated financial statements for details) as well as flexi-

Under its capital management programme, Deutsche Börse will react flexibly to a changing market
environment in the forecast period. Both the general target dividend distribution ratio of 40 to 60 per
cent of consolidated net income for the year and any share buy-backs in addition are subject to capi-
tal requirements, investment needs and general liquidity considerations.

To maintain its strong credit ratings at Group level, the company aims to achieve a ratio of interest-
bearing gross debt to EBITDA of no more than 1.5. For 2015, the Group expects a ratio of 1.5 or
slightly less to be reached, depending on how net revenue develops.

The parent company, Deutsche Börse AG, plans to invest some €50 million in intangible assets and
property, plant and equipment during the forecast period.

Overall assessment by the Executive Board

The Executive Board of Deutsche Börse AG believes that, thanks to its comprehensive offering along
the securities trading value chain and its innovative power, the company remains in a very good position
compared with the international competition and expects, against this background, to see a positive
trend in its results of operations in the long term. However, for the forecast period, the uncertainty about
the behaviour of capital market participants in relation to economic and regulatory conditions and the
announcement of an extended programme for purchasing government and corporate bonds make it diffi-
cult for the Executive Board to make a specific forecast. By taking the additional efficiency measures re-
solved in 2013, the Executive Board has prepared the company at an early stage for the changing mar-
ket and will be able to compensate for the expected inflation-linked cost increases above and beyond the
forecast period. At the same time, this means the Executive Board has provided the flexibility needed to
continue the Group’s growth and infrastructure investments, which it intends to use to take advantage of
opportunities presented by the structural and regulatory changes on the financial markets and to harness
the potential offered by growth markets such as Asia. Primarily as a result of consolidation effects and
investments, the Executive Board expects operating costs (after adjustments) to increase in the forecast

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period. Overall, the Executive Board assumes on this basis that cash flow from operating activities will
be clearly positive and that, as in previous years, the liquidity basis will be solid. The overall assessment
by the Executive Board is valid as of the time of publication of this combined management report.

Deutsche Börse AG (Disclosures based on the HGB)

In contrast to the consolidated financial statements, the single-entity financial statements of Deutsche
Börse AG are not prepared in accordance with International Financial Reporting Standards (IFRS) but
in accordance with the Handelsgesetzbuch (HGB, German Commercial Code) and the supplementary
provisions of the Aktiengesetz (AktG, German Stock Corporation Act).

Business and operating environment

General situation of the company
Deutsche Börse AG is the parent company of Deutsche Börse Group. Its business activities primarily com-
prise the cash and derivative markets as well as IT and Market Data + Services. The performance of the
Clearstream segment is reflected in the business performance of Deutsche Börse AG mainly because of
the profit and loss transfer agreement with Clearstream Holding AG. In view of this, the business and
operating environment of Deutsche Börse AG is essentially the same as that of Deutsche Börse Group.
These are described in detail in the

“Macroeconomic and sector-specific conditions” section.

Overview of Deutsche Börse AG’s course of business in the year under review
The earnings generated by Deutsche Börse AG in 2014 were similar to the previous year’s. However, it
should be noted in this context that the previous year’s earnings had been negatively impacted by effi-
ciency measures, while earnings in 2014 benefited from the reversal of a write-down of profit participa-
tion capital in the amount of €120.6 million (2013: €21.3 million). Deutsche Börse AG’s Executive
Board assesses the company’s business development in 2014 as altogether favourable.

Financial year 2014 was marked by an internal reorganisation within Deutsche Börse Group, as part of
which Deutsche Börse AG acquired all shares of Eurex Frankfurt AG from Eurex Zürich AG for a pur-
chase price of €119.3 million on 19 December 2014. The measures taken to simplify the Group struc-
ture also included the acquisition of the series B profit participation rights issued by Eurex Frankfurt AG
from Eurex Global Derivatives AG for a purchase price of €174.5 million. Together with the series A profit

Performance figures of Deutsche Börse AG

Sales revenue by segment

2014
€m

2013
€m

Change
%

Sales revenue

Total costs

Result from investments

EBIT

Result from ordinary
business activity (EBT)

Net income

1,074.0

1,076.8

812.5

209.9

595.6

526.0

423.1

744.2

138.9

596.4

513.5

412.8

Earnings per share (€)

2.301)

2.241)

1) Calculation based on weighted average of shares outstanding

Eurex

Market Data +
Services

Xetra

Clearstream

Total

2014
€m

630.8

270.1

160.6

12.5

2013
€m

625.8

279.3

157.4

14.3

1,074.0

1,076.8

Change
%

– 3

– 13

186

Deutsche Börse Group corporate report 2014

participation rights already held by Deutsche Börse AG, these rights were contributed to Eurex Frank-
furt AG at a fair value of €1,163.3 million. The reversal of a write-down of €120.6 million was recog-
nised as part of this transaction. In addition, on 31 December 2014, Eurex Frankfurt AG transferred
15 per cent of its interest in U.S. Exchange Holdings, Inc. to Deutsche Börse AG; the purchase price
for these shares was €81.8 million.

In the reporting period, sales revenue remained stable at €1,074.0 million (2013: €1,076.8 million).
The largest contribution to sales was provided by the Eurex segment, in which sales revenue amounted
to €630.8 million (2013: €625.8 million). At €812.5 million, the company’s total costs (staff costs,
impairment losses relating to intangible assets and property, plant and equipment, and other operating
expenses) were 9 per cent higher than in the previous year (2013: €744.2 million).

In 2014, the result from investments of Deutsche Börse AG was €209.9 million (2013: €138.9 million).
The increase is primarily due to reversals of write-downs of €120.6 million on the profit participation
rights issued by Eurex Frankfurt AG; as part of an internal reorganisation in financial year 2014, these
rights were contributed to the share premium of Eurex Frankfurt AG. Moreover, income was generated
from profit transfers in the amount of €73.0 million (2013: €102.1 million) and from distributions in
the amount of €22.2 million (2013: €15.5 million).

Earnings before interest and tax (EBIT) declined slightly to €595.6 million (2013: €596.4 million). Net
income for the period increased by 2.5 per cent to €423.1 million (2013: €412.8 million).

Results of operations of Deutsche Börse AG

In 2014, Deutsche Börse AG generated revenue of €1,074.0 million, almost unchanged from the high
level achieved in the previous year (2013: €1,076.8 million). The
“Sales revenue by segment” table
shows how this revenue breaks down among the company’s segments.

“Eurex segment” section for details of the performance of the Eurex derivatives

Please refer to the
segment. The reasons for any deviations from the information in the above-mentioned section lie in the
fact that the development in the US does not directly affect Deutsche Börse AG’s business. Information
on the business development in the Xetra segment can mainly be found in the
tion. The revenue attributable to the Clearstream segment is derived from IT services that Deutsche
Börse AG provides to companies in the Clearstream Holding AG subgroup. The results of operations
in the Market Data + Services segment are essentially explained in the
“Market Data + Services
segment” section. Please note that business developments at the subsidiary STOXX Ltd. have no direct
impact on Deutsche Börse AG’s business performance.

“Xetra segment” sec-

Other operating income rose slightly to €117.2 million in the year under review (2013: €112.3 million).
This is mainly due to income from agency agreements, which increased to €92.7 million
(2013: 84.0 million).

In the year under review, total costs increased by 9 per cent compared to 2013 to €812.5 million
“Overview of total costs” table.
(2013: €744.2 million). Their composition is presented in the

Staff costs decreased year-on-year by 8 per cent to €154.5 million (2013: €167.8 million) in the year
under review. This decline is mostly attributable to lower expenses incurred in connection with efficiency

Services

2014

Responsibility

Governance Management report

Financial statements Notes

Deutsche Börse AG (HGB)

187

programmes. Depreciation and amortisation expenses decreased by 17 per cent to €29.7 million in the
year under review (2013: €35.7 million). The main reason for the decline is the decrease in deprecia-
tion expenses on computer hardware to €19.1 million (2013: €24.6 million). Other operating expenses
increased year-on-year by 16 per cent. The rise is primarily the result of expenses from foreign currency
translation in the amount of €48.8 million (2013: €5.7 million), due especially to the weakening of the
euro against the US dollar.

The result from ordinary business activity increased by 2 per cent to €526.0 million (2013:
€513.3 million) compared to the previous year. The margin before taxes increased from 48 per cent
to 49 per cent.

Development of profitability
Deutsche Börse AG’s return on equity represents the ratio of the result after tax to the average equity that
was at the disposal of the company in 2014. It remained at 19 per cent, thus on the high level of 2013.

Financial position of Deutsche Börse AG

As at the reporting date on 31 December 2014, cash funds amounted to €236.0 million (2013:
€203.0 million) including cash, current account balances at banks as well as fixed deposits.

The company received dividends totalling €22.2 million (2013: €15.5 million). The increase was pri-
marily attributable to distributions by STOXX Ltd. in the amount of €11.9 million (2013: €7.8 million)
and Börse Frankfurt Zertifikate Holding S.A., Luxembourg, in the amount of €8.0 million
(2013: €6.4 million).

Deutsche Börse AG can draw on external credit lines amounting to €605.0 million (2013: €605.0 million),
which had not been used as at 31 December 2014. In addition, the company has an opportunity for
flexible, short-term financing provided by a commercial paper programme involving a total facility of
€2.5 billion in various currencies. Commercial paper amounting to €60.0 million (2013:
€100.0 million) was in circulation at the end of the year.

Deutsche Börse AG uses a Group-wide cash pooling process to guarantee an optimal allocation of li-
quidity within Deutsche Börse Group, thus ensuring that all subsidiaries are able to meet their payment
obligations at all times.

Overview of total costs

Cash flow statement (condensed)

2014
€m

2013 Change
%

€m

Staff costs

154.5

167.8

Depreciation/amortisation

29.7

35.7

Other operating expenses

628.3

540.7

Total

812.5

744.2

– 8

-17

Cash flows from operating
activities

Cash flows from investing activities

Cash flows from financing
activities

Cash and cash equivalents
as at 31 December

2014
€m

384.7

–467.9

2013
€m

552.3

–73.0

–47.8

–483.1

–376.5

–245.5

188

Deutsche Börse Group corporate report 2014

Deutsche Börse AG has issued two corporate bonds, each with a face value of €600 million as well as
US dollar bonds with a face value in the amount of US$460 million. Please see the
“Financial position”
section for more information on these bonds. Moreover, in connection with an internal restructuring, it
took out loans of €375.6 million from affiliated companies; they will mature in financial year 2015.

In 2014, Deutsche Börse AG generated cash flow from operating activities amounting to €384.7 mil-
lion (2013: €552.3 million). The decline was due in particular to the fact that, although net income
was on a level with the previous year, it included non-cash measurement effects on financial assets in
the amount of €113.8 million (2013: €21.7 million), and working capital decreased by €6.2 million
(2013: €125.5 million).

The cash flow from investing activities came to €–467.9 million (2013: €–73.0 million). The decrease
is in particular related to the internal reorganisation: In this context Deutsche Börse AG has acquired all
shares of Eurex Frankfurt AG, the profit participation rights issued by Eurex Frankfurt AG (which were
previously held by Eurex Global Derivatives AG) as well as 15 per cent of its interest in U.S. Exchange
Holdings, Inc.

Cash flow from financing activities in the year under review was €–47.8 million (2013: €–483.1 mil-
lion). Its main components are the dividend payment of €386.6 million for financial year 2013 and
loans taken out in the amount of €375.6 million. In addition, a net amount of €40.3 million
(2013: €98.0 million) was repaid under the commercial paper programme.

As at the reporting date, 31 December 2014, cash and cash equivalents amounted to €–376.5 million
(2013: €–245.5 million). They include liquid funds amounting to €236.0 million (2013: €203.0 mil-
lion) minus liabilities from cash pooling amounting to €612.5 million (2013: €448.5 million).

Net assets of Deutsche Börse AG

As at 31 December 2014, the non-current assets of Deutsche Börse AG amounted to €4,834.3 million
(2013: €4,280.8 million). The largest part was accounted for by shares in affiliated companies amount-
ing to €4,707.8 million (2013: €3,283.2 million), primarily from the investment in Clearstream Hold-
ing AG as well as in Eurex Frankfurt AG. Shares in affiliated companies increased by €1,424.6 million,
mainly because of the acquisition of the shares of Eurex Frankfurt AG and the contribution of the profit
participation capital to the share premium of Eurex Frankfurt AG made in this context.

Non-current assets (condensed)

Employees per country/region

Intangible assets

Tangible assets

Financial assets

Non-current assets
as at 31 December

2014
€m

11.2

54.8

2013
€m

10.2

63.5

Germany

United Kingdom

France

4,768.3

4,207.1

Rest of Europe

Asia

31 Dec 2014

1,064

4,834.3

4,280.8

Total Deutsche Börse AG

1,114

93.9

4.9

0.5

0.2

100

Services

2014

Responsibility

Governance Management report

Financial statements Notes

Deutsche Börse AG (HGB)

189

In the year under review, investments by Deutsche Börse AG in intangible assets and property, plant
and equipment amounting to €22.3 million (2013: €18.1 million) were lower than the write-downs;
these came to €29.7 million (2013: €35.7 million).

Receivables from and liabilities towards affiliated companies include charges for Group-internal services
and the amounts invested by Deutsche Börse AG within the scope of cash pooling arrangements. Receiv-
ables from affiliated companies are mainly due as a result of the existing profit transfer agreement with
Clearstream Holding AG; they amount to €73.0 million (2013: €102.1 million). Liabilities to affiliated
companies are primarily the result of cash pooling amounting to €612.4 million (2013: €448.6 million),
short-term loans amounting to €375.6 million (2013: nil) and trade payables amounting to €69.4 million
(2013: €53.1 million).

Deutsche Börse AG receives fees for most of its services immediately after the end of each month.
Accordingly, trade receivables as at the end of the year amounted to €142.5 million (2013:
€117.0 million).

In the 2014 financial year, net working capital came to €–1,004.8 million (2013: €–468.9 million).
The change is primarily attributable to an increase in liabilities towards affiliated companies.

In the light of business development in 2014, net assets, financial position and results of operation
of Deutsche Börse AG are to be assessed as orderly.

Employees of Deutsche Börse AG

In the year under review, the number of employees at Deutsche Börse AG increased by 86 to 1,114
as at 31 December 2014 (31 December 2013: 1,028). On average, 1,079 employees worked for
Deutsche Börse AG during financial year 2014 (2013: 1,014 employees).

In the course of financial year 2014, 54 employees left Deutsche Börse AG, resulting in a fluctuation
rate of 5.0 per cent.

As at 31 December 2014, Deutsche Börse AG employed personnel at eight locations throughout the
world. Details on countries/regions, employee age structure as well as the length of service of the com-
pany’s employees are illustrated in the

tables below and on the previous page.

Age structure of employees

Employees’ length of service

Under 30 years

30 to 39 years

40 to 49 years

50 years and older

31 Dec 2014

118

245

437

314

Total Deutsche Börse AG

1,114

10.6

22.0

39.2

28.2

100

Less than 5 years

5 to 15 years

Over 15 years

31 Dec 2014

302

417

395

Total Deutsche Börse AG

1,114

27.1

37.4

35.5

100

190

Deutsche Börse Group corporate report 2014

As at 31 December 2014, 69.7 per cent of Deutsche Börse AG’s employees were graduates. This figure
is calculated on the basis of the number of employees holding a degree from a university, university of
applied sciences, or professional academy, and employees who have completed studies abroad. In total,
the company invested an average of 2.8 days per employee in staff training.

Remuneration report of Deutsche Börse AG

As the structure and design principles of the remuneration system correspond to those of Deutsche Börse
Group, please refer to the

remuneration report in this corporate report.

Corporate governance declaration in accordance with section 289a HGB

The corporate governance declaration in accordance with section 289a HGB applies to Deutsche Börse
Group and Deutsche Börse AG, please refer to the
corporate governance declaration made on behalf
of the Group.

Opportunities and risks facing Deutsche Börse AG

“Report on opportunities” sections for more information. Deutsche Börse AG’s share of the oppor-

As the opportunities and risks facing Deutsche Börse AG and the measures and processes for dealing
with them are essentially the same as for Deutsche Börse Group, please refer to the
“Risk report”
and
tunities and risks of its equity investments and subsidiaries is fundamentally proportionate to the size
of its shareholding. Risks that threaten the existence of the Eurex Clearing AG subsidiary have a direct
impact on Deutsche Börse AG as it has issued a guarantee (“Patronatserklärung”). Further information
on the guarantee issued to Eurex Clearing AG is available in the “Other obligations and transactions
not included in the balance sheet” section contained in the
of Deutsche Börse AG.

notes to the annual financial statements

The description of the internal control system (ICS) stipulated in section 289 (5) HGB is given in
the

“Internal management” section.

Report on events after the balance sheet date at Deutsche Börse AG

The key events that have occurred after the balance sheet date correspond to the events described
in the

report on post-balance sheet date events.

Report on expected developments at Deutsche Börse AG

The expected development of Deutsche Börse AG’s business is largely subject to the same factors
as those of Deutsche Börse Group. The corresponding disclosures and quantitative information on
Deutsche Börse AG are provided in the

report on expected developments.

Consolidated financial
statements / notes

191
192

Consolidated financial statements

200
192
193
200
230
194
240
196
288
198

Notes to the consolidated financial statements

Basis of preparation
Consolidated income statement disclosures
Consolidated balance sheet disclosures
Other disclosures

319

Responsibility statement by the Executive Board

320
200

Auditor’s report

200
200
203
214

230
230
232
233
234
235
236
237

240
240
248
249
251
253

254

255

255
256

192

Deutsche Börse Group corporate report 2014

Consolidated income statement

for the period 1 January to 31 December 2014

Sales revenue

Net interest income from banking business

Other operating income

Total revenue

Volume-related costs

Net revenue (total revenue less volume-related costs)

Staff costs

Note

Depreciation, amortisation and impairment losses

11, 12

Other operating expenses

Operating costs

Result from equity investments

Earnings before interest and tax (EBIT)

Financial income

Financial expense

Earnings before tax (EBT)

Other tax

Income tax expense

Net profit for the period

thereof shareholders of parent company (net income)

thereof non-controlling interests

Earnings per share (basic) (€)

Earnings per share (diluted) (€)

2014
€m

2013
€m

2,347.8

2,160.3

32.8

23.1

35.9

20.6

2,403.7

2,216.8

-360.7

2,043.0

-304.5

1,912.3

-472.4

-124.8

-517.6

-476.0

-118.8

-588.0

-1,114.8

-1,182.8

78.3

1,006.5

18.7

-61.8

963.4

-1.4

-173.5

788.5

762.3

26.2

9.3

738.8

5.7

-76.4

668.1

-1.1

-171.8

495.2

478.4

16.8

4.14

2.60

Services

2014

Responsibility

Governance Management report Financial statements Notes

Comprehensive income

193

Consolidated statement of comprehensive income

for the period 1 January to 31 December 2014

Net profit for the year reported in consolidated income statement

Items that will not be reclassified to profit or loss

Changes from defined benefit obligations

Deferred taxes

Items that may be reclassified subsequently to profit or loss

Exchange rate differences1)

Remeasurement of cash flow hedges

Remeasurement of other financial instruments

Deferred taxes

Other comprehensive income after tax

Total comprehensive income

thereof shareholders of parent company

thereof non-controlling interests

Note

10, 20

2014
€m

788.5

-66.4

17.6

-48.8

127.5

2.7

1.9

-70.0

62.1

13.3

801.8

775.9

25.9

2013
€m

495.2

14.3

-3.8

10.5

-42.9

1.9

4.4

20.2

-16.4

-5.9

489.3

472.4

16.9

1) Exchange rate differences include €0.5 million (2013: €–1,7 million) taken directly to accumulated profit as part of the “result from equity investments”.

194

Deutsche Börse Group corporate report 2014

Consolidated balance sheet

as at 31 December 2014

Assets

NON-CURRENT ASSETS

Intangible assets

Software

Goodwill

Payments on account and construction in progress

Other intangible assets

Property, plant and equipment

Fixtures and fittings

Computer hardware, operating and office equipment

Payments on account and construction in progress

Financial assets

Investments in associates and joint ventures

Other equity investments

Receivables and securities from banking business

Other financial instruments

Other loans1)

Note

31 Dec 2014
€m

31 Dec 2013
€m

221.3

2,224.5

100.2

980.5

178.8

2,042.6

85.2

852.1

3,526.5

3,158.7

37.4

62.3

1.2

37.3

69.9

0.1

100.9

107.3

104.2

166.8

183.4

23.9

1,305.0

1,178.3

25.8

0.4

25.6

0.4

1,602.2

1,411.6

Financial instruments of the central counterparties

5,885.8

4,058.6

Other non-current assets

Deferred tax assets

Total non-current assets

CURRENT ASSETS

Receivables and other current assets

Financial instruments of the central counterparties

Receivables and securities from banking business

Trade receivables

Receivables from related parties

Income tax receivables2)

Other current assets

Available-for-sale financial assets

Restricted bank balances

Other cash and bank balances

Total current assets

11.5

140.3

11.7

49.0

11,267.2

8,796.9

170,251.0

153,546.8

10,307.1

342.9

1.0

75.0

554.3

9,544.0

218.8

4.1

40.4

273.7

35.6

181,531.3

163,663.4

22,283.5

16,221.7

826.1

627.9

204,640.9

180,513.0

Total assets

215,908.1

189,309.9

1) Thereof €0.4 million (31 December 2013: €0.3 million) with related parties 2) Thereof €6.8 million (31 December 2013: €8.8 million) with a remaining maturity
of more than one year from corporation tax credits in accordance with section 37 (5) of the Körperschaftsteuergesetz (KStG, the German Corporation Tax Act)

Services

2014

Responsibility

Governance Management report Financial statements Notes

Consolidated balance sheet

195

Equity and liabilities

EQUITY

Subscribed capital

Share premium

Treasury shares

Revaluation surplus

Accumulated profit

Shareholders’ equity

Non-controlling interests

Total equity

NON-CURRENT LIABILITIES

Provisions for pensions and other employee benefits

Other non-current provisions

Deferred tax liabilities

Interest-bearing liabilities

Financial instruments of the central counterparties

Other non-current liabilities

Total non-current liabilities

CURRENT LIABILITIES

Tax provisions1)

Other current provisions

Financial instruments of the central counterparties

Liabilities from banking business2)

Other bank loans and overdrafts

Trade payables

Liabilities to related parties

Cash deposits by market participants

Other current liabilities

Total current liabilities

Total liabilities

31 Dec 2014
€m

31 Dec 2013
€m

Note

193.0

1,249.0

-443.0

-15.9

2,446.6

3,429.7

322.4

-446.6

29.4

2,011.8

3,036.6

231.4

3,752.1

3,268.0

145.6

110.5

379.5

1,428.5

5,885.8

12.6

80.2

113.2

243.4

1,521.9

4,058.6

2.6

7,962.5

6,019.9

23, 24

23, 27

282.7

108.1

266.8

223.6

169,001.9

153,046.8

11,487.1

9,725.3

0.7

221.2

1.6

0.1

123.7

1.9

22,282.4

16,221.7

807.8

412.1

204,193.5

180,022.0

212,156.0

186,041.9

Total equity and liabilities

215,908.1

189,309.9

1) Thereof income tax due: €233.1 million (2013: €216.4 million)
2) Thereof no liabilities to related parties (31 December 2013: €0.1 million)

196

Deutsche Börse Group corporate report 2014

Consolidated cash flow statement

for the period 1 January to 31 December 2014

Net profit for the year

Depreciation, amortisation and impairment losses

(Decrease)/increase in non-current provisions

Deferred tax (income)/expense

Cash flows from derivatives

Other non-cash (income)/expense

Changes in working capital, net of non-cash items:

(Increase)/decrease in receivables and other assets

(Decrease)/increase in current liabilities

Increase/(decrease) in non-current liabilities

Net loss/(net gain) on disposal of non-current assets

Cash flows from operating activities excluding CCP positions

Changes in liabilities from CCP positions

Changes in receivables from CCP positions

Cash flows from operating activities

Payments to acquire intangible assets

Payments to acquire property, plant and equipment

Payments to acquire non-current financial instruments

Payments to acquire investments in associates and joint ventures

Payments to acquire subsidiaries, net of cash acquired

Proceeds from the disposal of shares in associates and joint ventures

Net decrease in current receivables and securities from banking business with an
original term greater than three months

Proceeds from disposals of available-for-sale non-current financial instruments

Cash flows from investing activities

Purchase of treasury shares

Proceeds from sale of treasury shares

Payments to non-controlling interests

Repayment of long-term financing

Proceeds from long-term financing

Repayment of short-term financing

Proceeds from short-term financing

Dividends paid

Cash flows from financing activities

Note

11, 12

2014
€m

788.5

124.8

-4.3

-48.8

-46.7

-131.1

-63.0

-76.9

8.8

2.4

684.8

275.6

-283.1

677.3

-102.9

-30.6

-367.2

-13.6

11.2

3.6

-68.1

317.2

-250.4

2.4

-16.6

-1,205.0

1,164.7

-386.6

-441.1

2013
€m

495.2

118.8

32.1

2.1

-16.5

13.7

153.0

13.8

142.7

-3.5

-1.1

797.3

24.8

-93.8

728.3

-99.0

-28.6

-14.8

-35.1

5.2

-692.2

35.3

-829.2

-1.2

1.9

-8.3

-797.8

594.5

-1,180.0

1,279.8

-386.5

-497.6

Net change in cash and cash equivalents

-14.2

-598.5

Services

2014

Responsibility

Governance Management report Financial statements Notes

Consolidated cash ﬂ ow statement

197

Note

Net change in cash and cash equivalents (brought forward)

Effect of exchange rate differences

Cash and cash equivalents as at beginning of period

Cash and cash equivalents as at end of period

Additional information to payments reflected within cash flows from operating
activities:

Interest income and other similar income

Dividends received

Interest paid

Income tax paid

2014
€m

-14.2

1.9

-56.2

-68.5

17.7

24.9

-51.7

-237.0

2013
€m

-598.5

-1.7

544.0

-56.2

5.6

12.9

-89.3

-93.3

198

Deutsche Börse Group corporate report 2014

Consolidated statement of changes in equity

for the period 1 January to 31 December 2014

Subscribed capital

Balance as at 1 January

Balance as at 31 December

Share premium

Balance as at 1 January

Balance as at 31 December

Treasury shares

Balance as at 1 January

Purchase of treasury shares

Sales within the Group Share Plan

Balance as at 31 December

Revaluation surplus

Balance as at 1 January

Changes from defined benefit obligations

Remeasurement of other financial instruments

Remeasurement of cash flow hedges

Deferred taxes

Balance as at 31 December

Accumulated profit

Balance as at 1 January

Dividends paid

Net income for the year

Exchange rate differences and other
adjustments

Deferred taxes

Balance as at 31 December

thereof included in total
comprehensive income

2014
€m

2013
€m

Note

2014
€m

193.0

2013
€m

193.0

1,249.0

-446.6

-448.6

3.6

-1.2

3.2

-443.0

-446.6

29.4

-66.1

1.9

2.7

16.2

-15.9

14.3

14.2

4.4

1.9

-5.4

29.4

2,011.8

1,938.9

-386.6

762.3

127.7

-68.6

-386.5

478.4

-40.8

21.8

2,446.6

2,011.8

-66.1

1.9

2.7

16.2

762.3

127.5

-68.6

14.2

4.4

1.9

-5.4

478.4

-42.9

21.8

Shareholders’ equity as at 31 December

3,429.7

3,036.6

775.9

472.4

Services

2014

Responsibility

Governance Management report Financial statements Notes

Consolidated statement of changes in equity

199

thereof included in total
comprehensive income

Note

2014
€m

2013
€m

3,429.7

3,036.6

2014
€m

775.9

2013
€m

472.4

Shareholders’ equity (brought forward)

Non-controlling interests

Balance as at 1 January

Changes due to capital increases/(decreases)

Changes due to share in net income of
subsidiaries for the period

Changes from defined benefit obligations

Exchange rate differences and other
adjustments

Total non-controlling interests
as at 31 December

231.4

64.8

26.2

-0.3

0.3

223.0

-8.3

16.8

0.1

-0.2

26.2

-0.3

16.8

0.1

322.4

231.4

25.9

16.9

Total equity as at 31 December

3,752.1

3,268.0

801.8

489.3

200

Deutsche Börse Group corporate report 2014

Notes to the consolidated financial statements
Basis of preparation

1. General principles

Company information

Deutsche Börse AG (“the company”) is incorporated as a German public limited company (“Kapitalgesell-
schaft”) and is domiciled in Germany. The company’s registered office is in Frankfurt / Main. Deutsche
Börse AG is the parent company of Deutsche Börse Group. Deutsche Börse AG and its subsidiaries
operate cash and derivatives markets. Its business areas range from the admission of securities to
listing, through trading, clearing and settlement, down to custody of securities. Furthermore, IT services
are provided and market data distributed. For details regarding internal organisation and reporting
see

note 35.

Basis of reporting

The 2014 consolidated financial statements have been prepared in compliance with International Finan-
cial Reporting Standards (IFRSs) and the related interpretations issued by the International Financial
Reporting Standards Interpretations Committee (IFRIC), as adopted by the European Union in accord-
ance with Regulation No. 1606/2002 of the European Parliament and of the Council on the application
of international accounting standards.

The mandatory effective date of IFRIC 21 for companies within the EU was changed to 17 June 2014.
This represents a departure from the original version, which requires application for financial years
beginning on or after 1 January 2014. As at 31 December 2014, there were no effective standards
or interpretations not yet adopted by the European Union that could affect the consolidated financial
statements.

The disclosures required in accordance with Handelsgesetzbuch (HGB, German Commercial Code)
section 315a (1) have been presented in the notes to the consolidated financial statements and the
remuneration report, which forms part of the combined management report. The consolidated finan-
cial statements are also based on the interpretations issued by the Rechnungslegungs Interpretations
Committee (RIC, Accounting Interpretations Committee) of the Deutsches Rechnungslegungs Standards
Committee e.V. (Accounting Standards Committee of Germany), to the extent that these do not contra-
dict the standards and interpretations issued by the IFRIC or the IASB.

New accounting standards – implemented in the year under review

The following standards and interpretations issued by the IASB and adopted by the European Commis-
sion became effective for Deutsche Börse AG as at 1 January 2014 and were applied for the first time
in the 2014 reporting period:

Services

2014

Responsibility

Governance Management report

Financial statements Notes

Basis of preparation

201

Amendments to IAS 32 – “Offsetting of Financial Assets and Financial Liabilities” (December 2011)
The IASB has revised the guidance for offsetting financial assets and financial liabilities and published
the results in the form of amendments to IAS 32 “Financial Instruments: Presentation”.

The offsetting requirements laid down in IAS 32 have been retained in principle, and additional guid-
ance has been provided for clarification. In this guidance, the IASB emphasises firstly that an uncondi-
tional, legally enforceable right of offsetting must exist, even if one of the parties involved is insolvent.
Secondly, it lists illustrative criteria under which gross settlement of a financial asset and a finan-
cial liability nevertheless leads to offsetting. The additional guidance is effective retrospectively for fi-
nancial years beginning on or after 1 January 2014. The amendments have been adopted by the EU
on 13 December 2012.

The amendments to IAS 32 do not have any impact on Deutsche Börse AG’s consolidated financial
statements.

New accounting standards – not yet implemented

The following standards and interpretations, which are relevant to Deutsche Börse Group and which
Deutsche Börse Group did not adopt in 2014 prior to the effective date, have been published by
the IASB prior to the publication of this corporate report and partially adopted by the European
Commission.

IFRIC 21 “Levies” (May 2013)
IFRIC 21 addresses the accounting for outflows imposed on entities by governments, other than income
taxes within the meaning of IAS 12 (income taxes or amounts collected on behalf of governments, in
particular value added tax), and clarifies when obligations to pay these types of levies must be recog-
nised as liabilities or provisions in the financial statements. Voluntary earlier application of the interpreta-
tion is permitted.

The Regulation adopting the Interpretation (EU endorsement) was published in the Official Journal of
the EU on 14 June 2014. The mandatory effective date for companies within the EU was changed to
17 June 2014. This represents a departure from the original version, which requires application for
financial years beginning on or after 1 January 2014.

Amendment to IAS 19 “Employee Benefits” (November 2013)
In future, there will be an option on how to account for contributions that employees are required to
make to their defined benefit plans. The amendment permits employee contributions that are indepen-
dent of the number of years of service to be attributed to the period in which the service is rendered.
This results in a negative benefit being attributed to the corresponding period of service. Previously, em-
ployee contributions had been allocated to the defined benefit liability. The amendment must be applied
for financial years beginning on or after 1 July 2014, and earlier application permitted. The amendment
resulting from the “Annual Improvements Project 2012–2014” has not yet been adopted by the EU.

202

Deutsche Börse Group corporate report 2014

Amendments resulting from the “Annual Improvements Project 2010–2012” (December 2013)
Eight amendments affecting seven standards are planned. The amendments must be applied for finan-
cial years beginning on or after 1 July 2014. The amendments have been adopted by the EU on
17 December 2014.

Amendments resulting from the “Annual Improvements Project 2011–2013” (December 2013)
Four amendments affecting four standards are planned. The amendments must be applied for finan-
cial years beginning on or after 1 July 2014. The amendments have been adopted by the EU on
18 December 2014.

Amendment to IFRS 11 “Joint Arrangements – Acquisitions of Interests in Joint Operations”
(May 2014)
The amendment clarifies that acquisitions of interests or additional interests in a joint operation
that constitutes a business within the meaning of IFRS 3 must be accounted for in accordance with
the principles of business combinations accounting in IFRS 3 and other applicable IFRSs, with the
exception of those principles that conflict with the guidance in IFRS 11. The amendment must be
applied for financial years beginning on or after 1 January 2016; earlier application is permitted. The
amendments have not yet been adopted by the EU.

Amendments to IAS 16 “Property, Plant and Equipment” and IAS 38 “Intangible Assets –
Clarification of Acceptable Methods of Depreciation and Amortisation” (May 2014)
The amendments clarify which methods are appropriate for depreciating property, plant and equip-
ment and for amortising intangible assets. In particular, they clarify that revenue-based deprecia-
tion of property, plant and equipment is not appropriate at all, and that revenue-based amortisation
of intangible assets is only permitted in defined exceptional circumstances. The amendment must be
applied for financial years beginning on or after 1 January 2016; earlier application is permitted. The
amendments have not yet been adopted by the EU.

IFRS 15 “Revenue from Contracts with Customers” (May 2014)
IFRS 15 contains guidance for recognising revenue from contracts with customers. According to
these requirements, revenue must be recognised when the customer obtains control over the
agreed goods and services and is able to derive benefits from them. The revenue should be recog-
nised in an amount that reflects the consideration which the company expects to receive. The
new guidance contained in IFRS 15 will replace the previous requirements of IAS 11 and IAS 18
in the future. The standard must be applied for financial years beginning on or after 1 January 2017;
earlier application is permitted. The amendments have not yet been adopted by the EU.

IFRS 9 “Financial Instruments” (July 2014)
IFRS 9 introduces new requirements for the accounting and measurement of financial instruments.
Following the issue of the final version of the standard by the IASB in July 2014, the new requirements
will replace all previous requirements of IAS 39 in the future. The standard contains major new guid-
ance relating to the classification and measurement of financial instruments, accounting for impairments
of financial assets and hedge accounting. The standard is effective for financial years beginning on or
after 1 January 2018. The amendments have not yet been adopted by the EU.

Services

2014

Responsibility

Governance Management report

Financial statements Notes

Basis of preparation

203

Amendments resulting from the “Annual Improvements Project 2012–2014” (September 2014)
Four amendments affecting four standards are planned. The amendments must be applied for financial
years beginning on or after 1 January 2016. The amendments have not yet been adopted by the EU.

Amendments to IFRS 10 “Consolidated Financial Statements” and IAS 28 “Investments in
Associates and Joint Ventures” (September 2014)
The amendments to the two standards are based on the existing requirements relating to transactions
with an associate or joint venture. In line with these, gains or losses on transactions relate exclusively to
assets that do not constitute a business, i.e. the extent to which any gain or loss is recognised depends
on whether the assets transferred constitute a business (amendments to IAS 28). At the same time, the
requirements relating to gain or loss recognition in accordance with IFRS 10 were also amended. Ac-
cording to this amendment, the gain or loss is recognised in the parent’s profit or loss only to the extent
of the unrelated investors’ interest in the associate or joint venture. The amendment must be applied for
financial years beginning on or after 1 January 2016; earlier application is permitted. The amendments
to the standards have not yet been adopted by the EU.

Amendments to IAS 1 “Presentation of Financial Statements – Disclosure Initiative”
(December 2014)
The amendments to IAS 1 are aimed at improving financial reporting disclosures in the notes. Among
other things, they emphasise more clearly the concept of materiality, define new requirements for the
calculation of subtotals, allow for greater flexibility in the order in which disclosures in the notes are
presented, introduce clearer presentation guidance for accounting policies and add requirements for
presenting an entity’s share of other comprehensive income of associates and joint ventures in the
statement of comprehensive income. The amendments must be applied for financial years beginning
on or after 1 January 2016. The amendments have not yet been adopted by the EU.

Deutsche Börse Group cannot assess conclusively what the impact of the application of the new and
amended standards will be at this stage. In addition to extended disclosure requirements, the initial
application of IFRS 9, IFRS 15 and IAS 1 is expected to have an impact on the consolidated financial
statements.

2. Basis of consolidation

Deutsche Börse AG’s equity interests in subsidiaries, associates and joint ventures as at 31 Decem-
ber 2014 included in the consolidated financial statements are presented in the following tables.
Unless otherwise stated, the financial information in these tables is presented in accordance with
the generally accepted accounting principles in the companies’ countries of domicile.

204

Deutsche Börse Group corporate report 2014

Fully consolidated subsidiaries (part 1)

Company

Börse Frankfurt Zertifikate Holding S.A. in liquidation

Börse Frankfurt Zertifikate AG

Clearstream Holding AG

Clearstream International S.A.

Clearstream Banking S.A.

Clearstream Banking Japan, Ltd.

REGIS-TR S.A.

Clearstream Banking AG

Clearstream Fund Services Ireland Ltd.

Clearstream Global Securities Services Limited

Clearstream Operations Prague s.r.o

Clearstream Services S.A.

LuxCSD S.A.

Deutsche Boerse Asia Holding Pte. Ltd.

Eurex Clearing Asia Pte. Ltd.

Deutsche Börse Services s.r.o

Deutsche Boerse Systems, Inc.

Eurex Frankfurt AG

Eurex Clearing AG

Eurex Clearing Security Trustee GmbH

Eurex Bonds GmbH

Eurex Repo GmbH

U.S. Exchange Holdings, Inc.

Eurex Services GmbH

International Securities Exchange Holdings, Inc.

ETC Acquisition Corp.

International Securities Exchange, LLC

ISE Gemini, LLC

Longitude LLC

Longitude S.A.

Eurex Global Derivatives AG

Eurex Zürich AG

European Energy Exchange AG

Cleartrade Exchange Pte. Limited

Domicile

Luxembourg

Germany

Luxembourg

Japan

Luxembourg

Germany

Ireland

Czech Republic

Luxembourg

Singapore

Czech Republic

USA

Germany

USA

Germany

USA

Luxembourg

Switzerland

Germany

Singapore

Cleartrade Exchange (UK) Limited

United Kingdom

EGEX European Gas Exchange GmbH

European Commodity Clearing AG

Germany

European Commodity Clearing Luxembourg S.à r.l.

Luxembourg

EEX Power Derivatives GmbH

Global Environmental Exchange GmbH

Germany

Equity interest
as at 31 Dec 2014
direct/(indirect)
%

100.00

(100.00)

(50.00)

(100.00)

(50.00)

100.00

(100.00)

100.00

(100.00)

(79.44)

(100.00)

(100.00)6)

(100.00)

100.00

(100.00)8)

(62.82)

(32.48)

(62.82)

(61.88)

(50.26)

(62.82)

1) Includes capital reserves and retained earnings, accumulated gains or losses and net profit or loss for the year and, if necessary, further components according

to the respective local GAAP

2) Before profit transfer or loss absorption
3) Consists of interest and commission results due to the business operations
4) Preliminary figures
5) Thereof income from profit pooling agreements with their subsidiaries amounting to €31,459 thousand is included.
6) Thereof 15 per cent directly and 85 per cent indirectly held via Eurex Frankfurt AG
7) Shortened financial year from 16 December to 31 December 2014
8) Thereof 50 per cent directly and 50 per cent indirectly held via Eurex Global Derivatives AG

Services

2014

Responsibility

Governance Management report

Financial statements Notes

Basis of preparation

205

Currency

Ordinary share
capital
thousands

Equity1)
thousands

Total assets
thousands

Sales revenue
2014
thousands

Net profit/loss
2014
thousands

Initially
consolidated

140

6,794

4,796

1 July 2013

11,274

20,349

2,572

1 July 2013

101,000

2,209,971

2,284,180

€

JPY

€

CZK

€

CZK

US$

€

US$

€

US$

€

CHF

€

US$

GBP

€

25,000

1,048,723

1,093,154

92,000

1,017,349

12,806,563

6,500

3,600

42,419

1,177

70,139

7,085

25,000

331,984

1,818,014

4,194

5,1164)

228,6944)

93,6154)

5,078

13,901

10,046

9,893

9,7474)

287,5724)

142,3014)

5,676

14,725

10,599

4,000

5,0004)

160,200

30,000

6,000

200

400

6,000

1,116,554

1,281,595

25,000

289,813

22,470,559

3,600

100

9,536

2,550

11,622

20,174

1,000

2,817,008

2,916,761

1007)

1,654,653

2,050,360

63,923

409,3493)

99,192

7,868

278,6323)

17,7014)

302,2724)

216,6874)

761

353

678

03)

3,815

19,062

07)

153,088

257,455

666,439

36,325

3,029

3,700

8,544

72,8992)

134,155

151,423

9,352

2,871

82,780

2007

2002

2009

2010

2002

2012

1,0784)

3 Oct 2014

-9,7614)

6,4044)

2008

2002

2010

14 Nov 2013

15 Oct 2013

66,1635)

1,4542)

1,289

14,9572)

126,622

9007)

94,485

150

2006

2000

1998

2001

2003

2007

257)

3,000

1,500

5,528

2,200

1,175

100

448,839

10,000

40,0504)

16,5004)

04)

100

1,015

134)

125

351,412

57,2664)

5,6554)

574)

2,046

53,036

474)

6,018

3,935

3,939

150

128,079

234,866

253,680

44,973

14,127

79,361

6,547

5 Aug 2013

2,588

2,549

463,713

389,923

71,2444)

6,0924)

1154)

2,636

759,751

67,6434)

14,776

2,668

3,935

1,384

129,943

47,590

7,1294)

2,3994)

3864)

4,161

37,137

19,3464)

23,395

1,491

298

-671

97,092

-25

2007

2012

1998

7,2144)

1 Jan 2014

-2,8954)

1 Jan 2014

284)

1 Jan 2014

13,178

1 Jan 2014

334)

1 Jan 2014

206

Deutsche Börse Group corporate report 2014

Fully consolidated subsidiaries (part 2)

Company

Finnovation S.A.

Impendium Systems Ltd

Infobolsa S.A.

Difubolsa, Serviços de Difusão e Informação de Bolsa, S.A.

Infobolsa Deutschland GmbH

Open Finance, S.L.

Market News International Inc.

MNI Financial and Economic Information (Beijing) Co. Ltd.

Need to Know News, LLC

Risk Transfer Re S.A.

STOXX Ltd.

Tradegate Exchange GmbH

Domicile

Luxembourg

United Kingdom

Spain

Portugal

Germany

Spain

USA

China

USA

Luxembourg

Switzerland

Germany

Equity interest
as at 31 Dec 2014
direct/(indirect)
%

100.00

50.00

(50.00)

(40.50)

100.00

(100.00)

100.00

50.10

78.722)

1) Includes capital reserves and retained earnings, accumulated gains or losses and net profit or loss for the year and, if necessary, further components according

to the respective local GAAP

2) Thereof 3.72 per cent indirectly held via Tradegate AG Wertpapierhandelsbank

As at 31 December 2014, Deutsche Börse AG held 50 per cent of the voting rights of Infobolsa S.A.,
Madrid, Spain. The key decision-making body of Infobolsa S.A. is the Board of Directors, where the
chairman’s casting vote gives Deutsche Börse AG the majority of the votes.

Deutsche Börse AG indirectly holds 50 per cent of the voting rights in LuxCSD S.A., Luxembourg. Since
Deutsche Börse’s subsidiary Clearstream International S.A., Luxembourg, which holds 50 per cent of the
voting rights, has the right to appoint the chairman of the supervisory board, who also has a casting vote,
there is a presumption of control.

Moreover, Deutsche Börse AG indirectly holds 50 per cent of the voting rights in REGIS-TR S.A., Luxem-
bourg. Since Deutsche Börse’s subsidiary Clearstream Banking S.A., which holds 50 per cent of the
voting rights, has the right to appoint the chairman of the supervisory board, who in turn has a casting
vote, there is a presumption of control.

Changes to consolidated subsidiaries

As at 1 January 2014

Additions

As at 31 December 2014

Germany

Foreign

Total

Services

2014

Responsibility

Governance Management report

Financial statements Notes

Basis of preparation

207

Currency

Ordinary share
capital
thousands

Equity1)
thousands

Total assets
thousands

Sales revenue
2014
thousands

Net profit/loss
2014
thousands

Initially
consolidated

€

GBP

€

US$

€

CHF

€

156,400

141,909

175,140

48,692

10,458

2008

-3,405

10 Jan 2014

6,802

331

100

4,193

1,225

1,000

500

3,794

11,560

170

1,502

970

4,706

13,087

204

1,516

1,944

27,200

22,501

270

1,225

287

1,322

11,576

2,343

8,568

135

154

2,723

19,669

650

4,995

1,581

275

105

218

127

313

102,247

120,311

108,246

1,137

1,567

2,015

34,391

826

2002

2003

2011

2009

2011

2009

2004

2009

2010

Effective 10 January 2014, Deutsche Börse AG acquired a 100 per cent interest in Impendium
Systems Ltd, domiciled in London, United Kingdom, for a purchase price of £3.2 million plus an earn-
out component of a fair value amounting to £5.2 million. Goodwill of £7.9 million resulted from this
transaction. As Deutsche Börse AG is the only shareholder, there is a presumption of control in accord-
ance with IFRS 10. The subsidiary has been included in full in the consolidated financial statements
since the first quarter of 2014.

On 16 April 2014, Clearstream International S.A., Luxembourg, signed an agreement to acquire all
of the shares of Clearstream Global Securities Services Limited, Cork, Ireland, (CGSS, formerly Citco
Global Securities Services Ltd., until 3 October 2014) as well as further intangible assets in order to
expand its hedge fund services for financial institutions. The total purchase price for the assets acquired,
including the interest in CGSS, amounted to €47.2 million. Effective 3 October 2014, Clearstream
International S.A. acquired control over the wholly owned subsidiary in accordance with IFRS 10. It
has been included in full in the consolidated financial statements since that date. Goodwill resulting
from this acquisition reflects mainly the expected revenue-related synergies with existing and potential
customers in the custody business as well as expected synergies in the form of uniform IT systems.

208

Deutsche Börse Group corporate report 2014

The preliminary allocation of the purchase price to the acquired assets and liabilities is shown in the
following table:

Goodwill resulting from the business combination with
Clearstream Global Securities Services Limited

Consideration transferred

Acquired assets and liabilities

Customer relationships

Software

Database

Other assets and liabilities

Total assets and liabilities acquired

Goodwill (partly tax-deductible)

Preliminary goodwill calculation
3 Oct 2014
€m

47.2

16.0

10.0

6.0

0.1

32.1

15.1

By fully including CGSS in the consolidated financial statements, sales revenue increased by €5.9 mil-
lion and earnings before tax (EBT) increased by €0.5 million. A presentation of effects on the reporting
period that may result, if the acquisition had taken place on 1 January 2014, has been omitted for rea-
sons of practicability.

On 1 July 2014, Infobolsa S.A., Madrid, Spain, acquired an additional 19 per cent interest in Open
Finance, S.L., Madrid, Spain, for a purchase price of €0.5 million, increasing its interest to a total of
81 per cent. Open Finance, S.L. continues to be included in full in the consolidated financial statements
as Infobolsa S.A. meets all of the requirements in IFRS 10.7.

Since the charmain of the supervisory board of European Energy Exchange AG, Leipzig, Germany, (EEX),
provided by Eurex Zürich AG, has a casting vote on the EEX supervisory board as from 1 January 2014,
Eurex Zürich AG has exercised control over EEX since that date. Consequently, EEX has been fully con-
solidated in Deutsche Börse AG’s consolidated financial statements since that date. By gaining control
over EEX, cooperation with Deutsche Börse Group shall be intensified and the presence of Deutsche
Börse Group on commodity markets shall be strengthened. The purchase price allocation for EEX was
adjusted as at 30 September 2014 during the measurement period. In the third quarter 2014, the

Services

2014

Responsibility

Governance Management report

Financial statements Notes

Basis of preparation

209

fair value of the financial assets was adjusted (see
the shares of EEX that had been held by Eurex Zürich AG before control was obtained was revised. The
previously assumed fair value of €139.4 million as at the date of acquisition increased to €150.0 mil-
lion. The resulting gain of €10.6 million is reported under the result from equity investments (see

note 3) and the assessment of the fair value of

note 8). The goodwill resulting from the acquisition reflects expected synergies in the form of uniform
IT systems, product development and general administration as well as an improved market efficiency.

The adjusted purchase price allocation is presented in the following table:

Goodwill resulting from the business combination with
European Energy Exchange AG

Consideration transferred

Fair value of equity interest held before taking control over European Energy Exchange AG

Acquired bank balances

Total consideration

Acquired assets and liabilities

Customer relationships

Other intangible assets

Financial assets

Other non-current assets

Deferred tax assets

Other current assets

Deferred tax liabilities on temporary differences

Other non-current liabilities

Other current liabilities

Remeasurement of non-controlling interests

Total assets and liabilities acquired

Goodwill (not tax-deductible)

Corrected goodwill calculation
1 Jan 2014
€m

150.0

-61.5

88.5

69.8

12.9

69.0

1.4

4.8

83.9

-23.8

-1.1

-80.6

-81.1

55.2

33.3

210

Deutsche Börse Group corporate report 2014

The following table summarises the main financial information of associates and joint ventures; the data
comprise the totals of each company according to the respective local GAAP and not proportional values
from the view of Deutsche Börse Group.

Associates and joint ventures

Company

Domicile

Segment

Joint ventures

Bondcube Limited

Associates

United Kingdom

Xetra

BrainTrade Gesellschaft für Börsensysteme mbH

Deutsche Börse Cloud Exchange AG3) 4)

Deutsche Börse Commodities GmbH

Digital Vega FX Ltd

EPEX Spot SE

Germany

United Kingdom

France

European Market Coupling Company GmbH i.L.

Germany

Global Markets Exchange Group International LLP

United Kingdom

Hanweck Associates, LLC

USA

Xetra

Eurex

Xetra

Eurex

Indexium AG

Switzerland

Market Data + Services

Index Marketing Solutions Limited

Phineo gAG

R5FX Ltd

The Options Clearing Corporation

Tradegate AG Wertpapierhandelsbank12)

Zimory GmbH

United Kingdom

Germany

United Kingdom

USA

Germany

Eurex

Xetra

Eurex

Xetra

Eurex

1) Preliminary figures
2) Thereof 14.29 per cent held directly and 14.29 per cent indirectly via Börse Frankfurt Zertifikate AG
3) There was no control in financial year 2014.
4) Deutsche Börse Cloud Exchange AG is part of the Zimory GmbH subgroup.
5) Thereof 49.9 per cent held directly and 14.78 per cent indirectly via Zimory GmbH
6) Shortened financial year; period ended 30 November 2014
7) The financials refer to the shortened financial year from 13 June 2014 to 31 December 2014.
8) Value of equity
9) The financials refer to the shortened financial year from 1 September 2012 to 31 August 2013.
10) In addition, Deutsche Börse AG holds an interest in Phineo Pool GbR, Berlin, Germany, which holds a 48 per cent stake in Phineo gAG.
11) Figures as at 31 December 2013
12) As at the balance sheet date, the fair value of the stake in the listed company amounted to €21.1 million.
13) Voting rights

Equity interest
as at 31 Dec 2014
direct/(indirect)
%

30.00

(28.58)2)

(64.68)5)

16.20

11.53

(31.41)

(12.56)

28.57

(26.44)

49.90

(16.24)

12.0010)

30.00

(20.00)

14.86

30.0313)

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211

Currency

Ordinary share
capital
thousands

Assets
thousands

Liabilities
thousands

Sales revenue
2014
thousands

Net profit/loss
2014
thousands

Associate
since

GBP

€

GBP

€

GBP

US$

CHF

GBP

€

GBP

US$

€

21)

2351)

3321)

01)

-2,2001)

10 Feb 2014

1,400

1,000

726) 8)

4,9731)

1007)

4,026

-9018)

100

09)

4,391

6,458

2,749

189

1,563,375

1,560,183

8796)

34,0841)

2,0847)

74,2661)

1,502

23,441

609)

2,0581)

1,962

8076)

8,4071)

2607)

1731)

2,403

27,217

619)

991)

60011)

4,334,16211)

4,308,72111)

169,14211)

24,403

263

56,542

7,535

31,319

110

35,724

1,692

7,668

3,630

3146)

162

1 July 2013

-2,745

17 May 2013

726

-4256)

2007

2011

50,7301)

16,6911)

1 Jan 2014

07)

3,6591)

4,516

8,139

09)

5061)

-1167)

1 Jan 2014

1,3441)

24 Oct 2013

-168

838

-19)

2261)

2010

2009

1 Jan 2014

2010

-226

1 Oct 2014

1,57111)

5,511

2007

2010

-3,619

17 May 2013

212

Deutsche Börse Group corporate report 2014

Furthermore, interests in EPEX Spot SE, Paris, France, and in European Market Coupling Com-
pany GmbH i.L., Hamburg, Germany, have been purchased in the framework of gaining control
over EEX, effective 1 January 2014. EPEX Spot SE is the exchange for the power spot markets
covering Germany, France, Austria and Switzerland; within EPEX Spot SE the strategic initiatives of
EEX and Powernext SA have been integrated.

Following completion of the business combination agreement between Direct Edge Holdings, LLC, Jersey
City, New Jersey, USA, and BATS Global Markets, Inc., Lenexa, Kansas, USA, on 31 January 2014,
former Direct Edge Holdings, LLC has no longer been accounted as an assocciate. There is no significant
influence on its legal successor BATS Global Markets, Inc. in which International Securities Exchange
Holdings, Inc., New York, USA, holds a 9.5 per cent interest.

On 10 February 2014, Deutsche Börse AG acquired a 15 per cent interest in Bondcube Limited, regis-
tered in England and Wales, United Kingdom. A further 15 per cent of the shares of Bondcube Limited
were acquired on 31 July 2014. The exercise price for each tranche was £1.0 million. Total goodwill of
£1.6 million resulted from these two transactions. Deutsche Börse AG is currently only able to exercise
control over Bondcube Limited jointly with the company’s founders, so the company has been classified
as a joint venture and is accounted for using the equity method in accordance with IFRS 11.

Deutsche Börse AG sold its 25.01 per cent interest in ID’s SAS, Paris, France, effective 30 July 2014.

On 28 October 2014, Deutsche Börse AG acquired a 30 per cent voting interest in R5FX Ltd, London,
United Kingdom, for a price of £2.0 million. As Deutsche Börse AG exercises significant influence within
the meaning of IAS 28.6 (a) by virtue of its membership of the Board of Directors, R5FX Ltd has been
classified as an associate and is accounted for using the equity method.

Effective 15 December 2014, Deutsche Börse AG exercised its purchase options under the share pur-
chase and acquisition agreement with Berliner Effektengesellschaft AG, Berlin, Germany. Through this
transaction, it acquired a total of 2,418,096 shares in Tradegate AG Wertpapierhandelsbank, Berlin,
Germany, (Tradegate AG), at a total price of €8.5 million; Tradegate AG holds 25 per cent of the consoli-
dated company Tradegate Exchange GmbH, Berlin, Germany. As a result, Deutsche Börse AG increased
its interest to a total of 14.86 per cent. Since Deutsche Börse AG exercises significant influence within
the meaning of IAS 28, Tradegate AG continues to be classified as an associate and is accounted for
using the equity method.

Effective 1 January 2015, European Energy Exchange AG, Leipzig, Germany, (EEX) acquired an interest
of 53.34 per cent in Powernext SA, Paris, France, in exchange for 36.75 per cent of the shares of EPEX
Spot SE, Paris, France. Since then, all natural gas activities of EEX group have been bundled within
Powernext SA; EEX increased its interest in Powernext SA to 55.8 per cent as a result of this trans-
action. As at the reporting date the preliminary purchase price allocation resulted in total goodwill of
€14.3 million, which mainly reflects synergies resulting from transfer of fully owned gas exchange busi-
ness to Powernext SA. As Powernext SA in turn holds 50 per cent of EPEX Spot SE, EEX at the same
time obtained a controlling interest in EPEX Spot SE. Both subsidiaries have been included in full in
the consolidated financial statements since 1 January 2015. If both companies had already been con-
solidated as at 1 January 2014, sales revenue would have increased by €56.0 million and earnings
before tax (EBT) would have increased by €14.4 million.

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The following assets and liabilities were identified during purchase price allocation, which had not been
completed at the time these consolidated financial statements were prepared:

Goodwill resulting from the business combination with
Powernext SA and EPEX Spot SE

Consideration transferred

Fair value of transferred equity interest in EPEX Spot SE

Acquired bank balances

Total consideration

Acquired assets and liabilities

Customer relationships

Trade names

Other intangible assets

Financial assets

Other non-current assets

Deferred tax assets

Other current assets

Liabilities

Deferred tax liabilities on temporary differences

Remeasurement of non-controlling interests

Total assets and liabilities acquired

Goodwill (not tax-deductible)

Preliminary goodwill
calculation
1 Jan 2015
€m

45.3

-40.1

5.2

98.9

6.2

2.6

0.4

0.9

1.2

14.2

-13.7

-35.2

-84.6

-9.1

14.3

Moreover, on 1 January 2015, European Energy Exchange AG, Leipzig, Germany, acquired 50 per cent
of the shares of Gaspoint Nordic A/S, Brøndby, Denmark, for a price of €600 thousand. The purchase
price includes goodwill amounting to €280 thousand. As EEX exercises significant influence within the
meaning of IAS 28, Gaspoint Nordic A/S has been classified as an associate and accounted for using the
equity method since 1 January 2015.

Where Deutsche Börse Group’s share of the voting rights in a company amounts to less than 20 per cent,
Deutsche Börse Group’s significant influence is exercised in accordance with IAS 28.6 (a) through the
Group’s representation on the supervisory board or the board of directors of the following companies as
well as through corresponding monitoring systems:

 Deutsche Börse Commodities GmbH, Frankfurt/Main, Germany
 Digital Vega FX Ltd, London, United Kingdom
 EPEX Spot SE, Paris, France
 European Market Coupling Company GmbH i.L., Hamburg, Germany
 Index Marketing Solutions Ltd, London, United Kingdom
 Phineo gAG, Berlin, Germany

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Deutsche Börse Group corporate report 2014

3. Summary of key accounting policies

Deutsche Börse AG’s consolidated financial statements have been prepared in euros, the functional
currency of Deutsche Börse AG. Unless stated otherwise, all amounts are shown in millions of euros (€m).
Due to rounding, the amounts may differ from unrounded figures.

The annual financial statements of subsidiaries included in the consolidated financial statements have
been prepared on the basis of the Group-wide accounting principles based on IFRSs that are described
in the following. They were applied consistently to the periods shown.

Correction according to IAS 8

page 209 of the 2013 corporate report, it was reported that financial assets of €44.8 million were
On
identified during the purchase price allocation of European Energy Exchange AG (EEX) and its subsidiaries
as at 1 January 2014. The fair value of these financial investements was €69.0 million at the acquisi-
tion date. In relation to the 2013 corporate report, the changes only affect the presentation of the pur-
chase price allocation (for information on the changed presentation

see note 2).

Recognition of revenue and expenses

Trading, clearing and settlement fees are recognised on the trade day and billed on a monthly basis.
Custody revenue and revenue for systems development and systems operation are generally recognised
ratably and billed on a monthly basis. Sales of price information are billed on a monthly basis. Fees
charged to trading participants in connection with International Securities Exchange, LLC’s and ISE
Gemini LLC’s expenses for supervision by the U.S. Securities and Exchange Commission (SEC) are
recognised at the settlement date.

International Securities Exchange, LLC and ISE Gemini, LLC earn market data revenue from the sale of
trade and quote information on options through the Options Price Reporting Authority, LLC (OPRA, the
regulatory authority responsible for distributing market data revenues among the US options exchanges).
Pursuant to SEC regulations, US exchanges are required to report trade and quote information to OPRA.
International Securities Exchange, LLC and ISE Gemini, LLC earn a portion of the income of the US
option exchange association based on its share of eligible trades for option securities. Revenue is rec-
orded as transactions occur on a trade date basis and is collected quarterly.

As a rule, rebates are deducted from sales revenue.

The item “volume-related costs” comprises expenses that depend on the number of certain trade or settle-
ment transactions, or on the custody volume, the Global Securities Financing volume, or the volume
of market data acquired, or that result from revenue sharing agreements or maker-taker pricing models.
Volume-related costs no longer occur if the corresponding revenue is no longer generated.

Interest income and expenses are recognised using the effective interest method over the respective
financial instrument’s term to maturity. Interest income is recognised when it is probable that the eco-

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nomic benefits associated with the transaction will flow to the entity and the income can be measured
reliably. Interest expenses are recognised as an expense in the period in which they are incurred. Interest
income and expenses from banking business are netted in the consolidated income statement and dis-
closed separately in

note 4.

Dividends are recognised in the result from equity investments if the right to receive payment is based
on legally assertable claims.

The consolidated income statement is structured using the nature-of-expense method.

Research and development costs

Research costs are expensed in the period in which they are incurred. The development costs of an asset
are only capitalised if they can be reliably estimated, if all definition criteria of an asset are met and if
the future economic benefits resulting from capitalising the development costs can be demonstrated.
These development costs include direct labour costs, costs of purchased services and workplace costs,
including proportionate overheads that can be directly attributed to the preparation of the respective
asset for use, such as costs for the software development environment. Development costs that do not
meet the requirements for capitalisation are recognised in the consolidated income statement. Interest
expense that cannot be allocated directly to one of the developments is recognised in profit or loss in the
year under review and not included in capitalised development cost. If research and development costs
cannot be separated, the expenditures are recognised as expenses in the period in which they are incurred.

All development costs (both primary costs and costs incurred subsequently) are allocated to projects.
The projects are broken down into the following phases in order to decide which cost components need
capitalising and which do not:

Phases not eligible for capitalisation
1. Design
 Definition of product design
 Specification of the expected economic benefit
 Initial cost and revenue forecast

Phases eligible for capitalisation
2. Detailed specifications
 Compilation and review of precise specifications
 Troubleshooting process

3. Building and testing
 Software programming
 Product testing

Phases not eligible for capitalisation
4. Acceptance
 Planning and implementation of acceptance tests

5. Simulation
 Preparation and implementation of simulation
 Compilation and testing of simulation software packages
 Compilation and review of documents

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Deutsche Börse Group corporate report 2014

6. Roll-out
 Planning of product launch
 Compilation and dispatch of production systems
 Compilation and review of documents

In accordance with IAS 38, only expenses belonging to the “detailed specifications” and “building and
testing” phases are capitalised. All other phases of software development projects are expensed.

Intangible assets

Capitalised development costs are amortised from the date of first use of a software using the straight-
line method over its expected useful life. The useful life of internally developed software is generally
assumed to be five years; a useful life of seven years is used as the basis in the case of newly developed
trading platforms and clearing systems.

Purchased software is carried at cost and reduced by systematic amortisation and, where necessary,
impairment losses. Amortisation is charged using the straight-line method over the expected useful life
or at most until the right of use has expired.

Useful life of software

Asset

Standard software

Purchased custom software

Internally developed custom software

Amortisation period

3 to 10 years

3 to 6 years

3 to 7 years

Intangible assets are derecognised on disposal or when no further economic benefits are expected to
flow from them.

The amortisation period for intangible assets with finite useful lives is reviewed at least at the end of
each financial year. If the expected useful life of an asset differs from previous estimates, the amortisa-
tion period is adjusted accordingly.

Goodwill is recognised at cost and tested at least once a year for impairment.

The cost of the other intangible assets mostly acquired in the course of business combinations corre-
sponds to the fair value as at the acquisition date. Assets with a finite useful life are amortised using the
straight-line method over the expected useful life. Assets with an indefinite useful life are tested for im-
pairment at least once a year.

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Useful life of other intangible assets by business combinations

ISE

STOXX

EEX

CGSS

Other

Exchange licences

Trade names

Member and
customer relationships

Miscellaneous
intangible assets

indefinite

–

indefinite

–

indefinite

10 years

indefinite

–

30 years

12 years

16 years

20 years

2 to 12 years

3 to 5 years

–

8 years

8 to 10 years

3 to 20 years

Since the exchange licences mentioned above have no time restricted validity and in addition there is
the intention to maintain the licences within the general business strategies, an indefinite useful life is
assumed. Moreover, it is assumed that the trade name of STOXX as well as certain registered trade
names of EEX group have also an indefinite useful life. These umbrella brands have a markedly degree
of recognition and are used within the operative business, therefore there are no indications to a limited
useful life.

Property, plant and equipment

Depreciable property, plant and equipment is carried at cost less cumulative depreciation. The straight-
line depreciation method is used. Costs of an item of property, plant and equipment comprise all costs
directly attributable to the production process, as well as an appropriate proportion of production over-
heads. Financing costs were not recognised in the year under review, as they could not be directly allo-
cated to any particular development.

Useful life of property, plant and equipment

Asset

Computer hardware

Office equipment

Leasehold improvements

Depreciation period

3 to 5 years

5 to 25 years

based on lease term

Repair and maintenance costs are expensed as incurred.

If it is probable that the future economic benefits associated with an item of property, plant and equip-
ment will flow to the Group and the cost of the respective asset can be reliably determined, expenditure
subsequent to acquisition is added to the carrying amount of the asset as incurred. The carrying amounts
of the parts of the asset that have been replaced are derecognised.

Impairment losses on property, plant and equipment and intangible assets

Specific non-current non-financial assets are tested for impairment. At each balance sheet date, the Group
assesses whether there is any indication that an asset may be impaired. In this case, the carrying
amount is compared with the recoverable amount (the higher of value in use and fair value less costs
of disposal) to determine the amount of any potential impairment.

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Deutsche Börse Group corporate report 2014

The value in use is estimated on the basis of the discounted estimated future cash flows from contin-
uing use of the asset and from its ultimate disposal, before taxes. For this purpose, discount rates are es-
timated based on the prevailing pre-tax weighted average cost of capital. If no recoverable amount can
be determined for an asset, it is allocated to a cash-generating unit, for which the recoverable amount is
calculated.

Irrespective of any indications of impairment, intangible assets with indefinite useful lives and intangible
assets not yet available for use must be tested for impairment annually at least. Impairment tests are
performed where there are indications of impairment. If the estimated recoverable amount is lower than
the carrying amount, an impairment loss is recognised, and the net carrying amount of the asset is re-
duced to its estimated recoverable amount.

Goodwill is allocated to identifiable groups of assets (cash-generating units) or groups of cash-generating
units that create synergies from the respective acquisition. This corresponds to the lowest level at which
Deutsche Börse Group monitors goodwill. An impairment loss is recognised if the carrying amount of the
cash-generating unit to which goodwill is allocated (including the carrying amount of this goodwill) is
higher than the recoverable amount of this group of assets. The impairment loss is first allocated to the
goodwill, then to the other assets in proportion to their carrying amounts.

A review is conducted at every balance sheet date to see whether there is any indication that an impair-
ment loss recognised on non-current assets (excluding goodwill) in the previous years no longer applies.
If this is the case, the carrying amount of the asset is increased and the difference is recognised in profit
or loss. The maximum amount of this reversal is limited to the carrying amount that would have resulted
if no impairment loss had been recognised in previous periods. Impairment losses on goodwill are not
reversed.

Fair value measurement

The fair value of a financial instrument is measured using quoted market prices, if available. If no quoted
market prices are available, observable market prices, for example for interest rates or foreign exchange
rates, are used. These observable market parameters are then used as inputs for financial valuation
techniques, e.g. option pricing models or discounted cash flow models. In isolated instances, fair value
is determined exclusively on the basis of internal measurement models.

Financial investments

Financial investments comprise investments in associates and joint ventures as well as financial assets.

Investments in associates and joint ventures are measured at cost on initial recognition and accounted
for using the equity method upon subsequent measurement.

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Financial assets

For Deutsche Börse Group, financial assets are, in particular, other equity investments, receivables and
securities from banking business, other financial instruments and other loans, financial instruments of
the central counterparties, receivables and other assets as well as bank balances.

Recognition of financial assets
Financial assets are recognised when a Group company becomes a party to the contractual provisions of
the instrument. They are generally recognised at the trade date. Loans and receivables from banking
business, available-for-sale financial assets from banking business as well as purchases and sales of
equities via the central counterparty (i.e. Eurex Clearing AG) are recognised at the settlement date.

Financial assets are initially measured at fair value; in the case of a financial asset that is not measured
at fair value through profit or loss in subsequent periods, this includes transaction costs. If they are set-
tled within one year, they are allocated to current assets. All other financial assets are allocated to non-
current assets.

Subsequent measurement of financial assets
Subsequent measurement of financial instruments follows the categories which are described below. As
in previous years, Deutsche Börse Group did not take advantage of the option to allocate financial assets
to the “held-to-maturity investments” category in the year under review. In addition, the Group waived
the possibility to designate financial assets at fair value through profit and loss (fair value option). The
financial assets are allocated to the respective categories at initial recognition.

Assets held for trading
Derivatives that are not designated as hedging instruments as well as financial instruments of the
central counterparties are measured at fair value through profit or loss.

If resulting from banking business, realised and unrealised gains and losses are immediately recog-
nised in the consolidated income statement as “other operating income”, “net interest income from
banking business” and “other operating expenses” or, if incurred outside the banking business, as
“financial income” and “financial expenses”.

Loans and receivables
Loans and receivables comprise in particular current and non-current receivables from banking business,
trade receivables as well as other current receivables. They are recognised at amortised cost, taking into
account any potential impairment losses, if applicable. Premiums and discounts are included in the
amortised cost of the instrument concerned and are amortised using the effective interest method; they
are contained in “net interest income from banking business” if they relate to banking business, or in
“financial income” and “financial expense”.

Cash and cash equivalents
Cash and cash equivalents comprise cash on hand and demand deposits as well as financial assets that
are readily convertible into cash. They are subject to only minor changes in value. Cash and cash equiva-
lents are measured at amortised cost.

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Deutsche Börse Group corporate report 2014

Restricted bank balances mainly include cash deposits by market participants which are invested largely
overnight, mainly in the form of reverse repurchase agreements with banks.

Available-for-sale financial assets
Non-derivative financial assets are classified as “available-for-sale financial assets”, if they cannot be
allocated to the “loans and receivables” and “assets held for trading” categories. These assets comprise
debt and equity investments recognised in the “other equity investments” and “other financial instruments”
items as well as debt instruments recognised in the current and non-current receivables and securities
from banking business items.

Available-for-sale financial assets are generally measured at the fair value observable in an active market.
Unrealised gains and losses are recognised directly in equity in the revaluation surplus. Impairment and
effects of exchange rates on monetary items are excluded from this general rule; they are recognised in
profit or loss.

Equity instruments for which no active market exists are measured on the basis of current comparable
market transactions, if these are available. If an equity instrument is not traded in an active market and
alternative valuation methods cannot be applied to that equity instrument, it is measured at cost, subject
to an impairment test.

Realised gains and losses are generally recognised under financial income or financial expense. Interest
income in connection with debt instruments in the banking business is recognised in the consolidated
income statement in net interest income from banking business based on the effective interest rate method.
Other realised gains and losses are recognised in the consolidated income statement in “other operating
income” and “other operating expenses”.

If debt instruments in the banking business are hedged items in fair value hedges, the changes in fair
value resulting from the hedged risk are recognised in profit or loss.

Derecognition of financial assets
Financial assets are derecognised when the contractual rights to the cash flows expire or when substan-
tially all the risks and rewards of ownership of the financial assets are transferred.

Clearstream Banking S.A. acts as principal in securities borrowing and lending transactions in the context
of the ASLplus securities lending system. Legally, it operates between the lender and the borrower with-
out being an economic contracting partner (transitory items). In these transactions, the securities borrowed
and lent match each other. Consequently, these transactions are not recognised in the consolidated bal-
ance sheet.

Impairment of financial assets
Financial assets that are not measured at fair value through profit or loss are reviewed at each balance
sheet date to establish whether there is any indication of impairment.

Deutsche Börse Group has laid down criteria for assessing whether there is evidence of impairment.
These criteria primarily include significant financial difficulties on the part of the debtor and breaches of
contract. For equity instruments, the assessment also takes into account the duration and the amount of

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the impairment compared with cost. If the decline in value amounts to at least 20 per cent of cost and
lasts for at least nine months, or if the decline is at least 15 per cent of cost and lasts for at least six
months, Deutsche Börse Group takes this to be evidence of impairment. An impairment might be trig-
gered for debt instruments in case of a significant decline in the issuer’s credit worthiness.

The amount of an impairment loss for a financial asset measured at amortised cost is the difference
between the carrying amount and the present value of the estimated future cash flows, discounted at the
original effective interest rate. A subsequent reversal is recognised at a maximum at the carrying amount
that would have resulted if no impairment loss had been recognised.

The amount of an impairment loss for a financial asset measured at cost (non-listed equity instruments)
is the difference between the carrying amount and the present value of the estimated future cash flows,
discounted at a current market interest rate. Subsequent reversal is not permitted.

In the case of available-for-sale financial assets, the impairment loss is calculated as the difference be-
tween cost and fair value. Any reduction in fair value already recognised in equity is reclassified to
profit or loss upon determination of the impairment loss. A subsequent reversal may only be recognised
for debt instruments if the reason for the original impairment loss no longer applies.

Financial liabilities

Financial liabilities relate primarily to interest-bearing liabilities, other liabilities, liabilities from banking
business, financial instruments of the central counterparties, cash deposits by market participants as
well as trade payables. They are recognised when a Group company becomes a contracting party to the
instrument.

They are generally recognised at the trade date. Purchases and sales of equities via the central counter-
party Eurex Clearing AG are recognised at the settlement date.

Netting of financial assets and liabilities
Financial assets and liabilities are offset and only the net amount is presented in the consolidated balance
sheet when a Group company currently has a legally enforceable right to set off the recognised amounts
and intends either to settle on a net basis, or to realise the asset and settle the liability simultaneously.

Financial liabilities not measured at fair value through profit and loss
Financial liabilities not held for trading are carried at amortised cost. These liabilities comprise issued
bonds and private placements. The borrowing costs associated with the placement of financial liabilities
are included in the carrying amount, within the framework of the effective interest method, if they are
directly attributable. Discounts reduce the carrying amount of liabilities and are amortised over the term
of the liabilities.

Financial liabilities measured at fair value through profit and loss
A forward transaction with a non-controlling shareholder for the acquisition of non-controlling interests
that is settled in cash or by delivering other financial assets is a financial liability recognised at fair value.

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Deutsche Börse Group corporate report 2014

It is subsequently measured at fair value through profit and loss. The equity interest attributable to a
non-controlling shareholder underlying the transaction is accounted for as if it had already been acquired
at the time of the transaction.

Derivatives and hedges

Derivatives are used to hedge interest rate risk or foreign exchange risk. All derivatives are carried at their
fair values.

Hedge accounting is used for derivatives that are part of a hedging relationship determined to be highly
effective and for which certain conditions are met. This relates in particular to the documentation of the
hedging relationship and the risk strategy and to how reliably the effectiveness can be measured.

Cash flow hedges
The portion of the gain or loss on the hedging instrument determined to be highly effective is recognised
directly in equity. This gain or loss ultimately adjusts the value of the hedged cash flow, i.e. the gain or
loss from the hedging instrument is recognised in profit or loss when the hedged item is recognised in
the balance sheet or in profit or loss. The ineffective portion of the gain or loss is recognised immediately
in the consolidated income statement.

Fair value hedges
The gain or loss on the hedging instrument, together with the gain or loss on the hedged item (underlying)
attributable to the hedged risk, is recognised immediately in the consolidated income statement. Any
gain or loss on the hedged item adjusts its carrying amount.

Hedges of a net investment in a foreign operation
The effective portion of the gain or loss from a hedging transaction that is designated as a highly effec-
tive hedge is recognised directly in equity. It is recognised in profit or loss when the foreign operation is
sold. The ineffective portion of the gain or loss is recognised immediately in the consolidated income
statement.

Derivatives that are not part of a hedging relationship
Gains or losses on derivative instruments that are not part of a highly effective hedging relationship are
recognised immediately in the consolidated income statement.

Financial instruments of the central counterparties

European Commodity Clearing AG or Eurex Clearing AG act as the central counterparty in each case.

 European Commodity Clearing AG guarantees the settlement of spot and derivatives transactions on

European Energy Exchange AG and Powernext SA.

 Eurex Clearing AG guarantees the settlement of all transactions involving futures and options on the
Eurex exchanges (Eurex Deutschland and Eurex Zürich AG). It also guarantees the settlement of all
transactions for Eurex Bonds (bond trading platform) and Eurex Repo (repo trading platform), certain
exchange transactions in equities on Frankfurter Wertpapierbörse (FWB, the Frankfurt Stock Exchange)

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and certain cash market transactions on the Irish Stock Exchange. Eurex Clearing AG also guarantees
the settlement of off-order book trades entered for clearing in the trading systems of the Eurex ex-
changes, Eurex Bonds, Eurex Repo, the Frankfurt Stock Exchange and the Irish Stock Exchange. In
addition, Eurex Clearing AG clears OTC interest rate derivatives and securities lending transactions,
where these meet the specified novation criteria.

These transactions of the two clearing houses are only executed between Eurex Clearing AG or European
Commodity Clearing AG and a clearing member.

In accordance with IAS 39, purchases and sales of equities and bonds via the central counterparty of
the Eurex Clearing AG are recognised and simultaneously derecognised at the settlement date.

For products that are marked to market (futures, options on futures as well as OTC interest-rate deriva-
tives), the clearing houses recognise gains and losses on open positions of clearing members on each
exchange day. By means of the variation margin, profits and losses on open positions resulting from
market price fluctuations are settled on a daily basis. The difference between this and other margin
types is that the variation margin does not comprise collateral, but is a daily offsetting of profits and
losses in cash. In accordance with IAS 39, futures and OTC interest rate derivatives are therefore not
reported in the consolidated balance sheet. For future-style options, the option premium is not required
to be paid in full until the end of the term or upon exercise. Option premiums are carried in the consoli-
dated balance sheet as receivables and liabilities at their fair value on the trade date.

“Traditional” options, for which the buyer must pay the option premium in full upon purchase, are carried
in the consolidated balance sheet at fair value. Fixed-income bond forwards are recognised as deriva-
tives and carried at fair value until the settlement date. Receivables and liabilities from repo transac-
tions and from cash-collateralised securities lending transactions are classified as held for trading and
carried at fair value. Receivables and liabilities from variation margins and cash collateral that is deter-
mined on the reporting date and only paid on the following day are carried at their nominal amount.

The “financial instruments of the central counterparties” are reported as non-current if the remaining
maturity of the underlying transactions exceeds twelve months at the reporting date.

The fair values recognised in the consolidated balance sheet are based on daily settlement prices.
These are calculated and published by Eurex Clearing AG and European Commoditiy Clearing AG
in accordance with the rules set out in the contract specifications (see also the
of Eurex Clearing AG and the

clearing conditions of European Commoditiy Clearing AG).

clearing conditions

Cash or securities collateral of the central counterparties

As Eurex Clearing AG and European Commodity Clearing AG guarantee the settlement of all traded con-
tracts, they have established multi-level collateral systems. The central pillar of the collateral systems is
the determination of the overall risk per clearing member (margin) to be covered by cash or securities
collateral. Losses calculated on the basis of current prices and potential future price risks are covered up
to the date of the next collateral payment.

224

Deutsche Börse Group corporate report 2014

In addition to these daily collateral payments, each clearing member must make contributions to the
respective clearing fund (for further details, see the
risk report in the combined management report).
Cash collateral is reported in the consolidated balance sheet under “cash deposits by market participants”
and the corresponding amounts under “restricted bank balances”.

In accordance with IAS 39.20 (b) in conjunction with IAS 39.37, securities collateral is not de-
recognised by the clearing member providing the collateral, as the transfer of securities does not
meet the conditions for derecognition.

Treasury shares

The treasury shares held by Deutsche Börse AG at the reporting date are deducted directly from share-
holders’ equity. Gains or losses on treasury shares are taken directly to equity. The transaction costs
directly attributable to the acquisition of treasury shares are accounted for as a deduction from share-
holders’ equity (net of any related income tax benefit).

Other current assets

Receivables and other assets are carried at their nominal amount. Adequate valuation allowances take
account of identifiable risks.

Non-current assets held-for-sale

Non-current assets that are available for immediate sale in their present condition and whose sale is
highly probable within a reasonable period of time are classified as “non-current assets held for sale”.
A transaction is highly probable if measures for the sale have already been initiated and the relevant
bodies have adopted the corresponding resolutions.

Pensions and other employee benefits

Pensions and other employee benefits relate to defined contribution and defined benefit pension plans.

Defined contribution pension plans

There are defined contribution plans as part of the occupational pension system via pension funds and
similar pension institutions, as well as on the basis of 401(k) plans. In addition, contributions are paid
to the statutory pension insurance scheme. The level of contributions is normally determined in relation
to income. On principle, no provisions are recognised for defined contribution plans. The contributions
paid are reported as pension expenses in the year of payment.

There are defined contribution pension plans for employees working in Germany, Luxembourg, the
Czech Republic, the UK and the USA. In addition, the employer pays contributions to employees’
private pension funds.

Services

2014

Responsibility

Governance Management report

Financial statements Notes

Basis of preparation

225

Defined benefit plans

Provisions for pension obligations are measured, separately for each pension plan, using the projected
unit credit method on the basis of actuarial reports. The fair value of plan assets, taking into account
the asset ceiling rules if there are any surplus plan assets, is deducted from the present value of pension
obligations. This results in the net defined benefit liability or asset. Net interest expense for the financial
year is calculated by applying the discount rate determined at the beginning of the financial year to the
net defined benefit liability determined as at that date.

The relevant discount rate is determined by reference to the return on long-term corporate bonds with a
rating of at least AA (Moody’s Investors Service, Standard & Poor’s, Fitch Ratings and Dominion Bond
Rating Service) on the basis of the information provided by Bloomberg, and a maturity that corresponds
approximately to the maturity of the pension obligations. Moreover, the bonds must be denominated
in the same currency as the underlying pension obligation. Measurement of the pension obligations in
euros is based on a discount rate of 2.15 per cent, which is determined according to the Towers Watson
“GlobalRate:Link” methodology updated in line with the current market trend.

Actuarial gains or losses resulting from changes in expectations with regard to life expectancy, pension
trends, salary trends, and the discount rate as compared with the estimate at the beginning of the period
or compared with the actual development during the period are recognised directly in other comprehen-
sive income. Actuarial gains and losses recognised in other comprehensive income may not be reclassi-
fied to profit or loss in subsequent periods. Similarly, differences between the (interest) income on plan
assets determined at the beginning of the period and the return on plan assets actually recorded at the
end of the period are also recognised directly in other comprehensive income. The actuarial gains or
losses and the difference between the expected and the actual return or loss on plan assets are recog-
nised as revaluation surplus.

Other long-term benefits for employees and members of executive boards (total disability pension,
transitional payments and surviving dependents’ pensions) are also measured using the projected unit
credit method. Actuarial gains and losses and past service cost are recognised immediately and in full
through profit or loss.

Other provisions

Provisions are recognised if the Group has a present obligation from an event in the past, an outflow of
resources with economic benefit to settle the obligation is probable and it is possible to reliably estimate
the amount of this obligation. The amount of the provision corresponds to the best possible estimate of
the expense which is necessary to settle the obligation at the balance sheet date.

A provision for restructuring is only recognised when an entity has a detailed formal plan for the re-
structuring and has raised a valid expectation in those affected that the restructuring measures will be
implemented, for example by starting to implement that plan or announcing its main features to those
affected by it.

Contingent liabilities are not recognised, but disclosed unless the possibility of an outflow of resources
embodying economic benefits is not remote.

226

Deutsche Börse Group corporate report 2014

Share-based payment

Deutsche Börse Group operates the Group Share Plan, the Stock Bonus Plan (SBP) and the Long-term
Sustainable Instrument (LSI), which provide share-based payment components for employees, senior
executives and executive board members.

Group Share Plan

Under the Group Share Plan, shares are granted at a discount to the market price. The expense of this
discount is recognised in the income statement at the grant date.

Stock Bonus Plan (SBP)

The SBP shares are generally accounted for as share-based payments for which Deutsche Börse AG has
a choice of settlement in cash and equity instruments. In the previous years, a standard contract was
drafted to settle the tranche due in the following year in cash. Under these circumstances, there is at
present a presumption in accordance with IFRS 2 that all SBP shares will be settled in cash. Accordingly,
Deutsche Börse Group has measured the SBP shares as cash-settled share-based payment transactions.
The cost of the options is estimated using an option pricing model (fair value measurement) and recog-
nised in staff costs in the consolidated income statement. Any right to payment of a stock bonus only vests
after the expiration of the service or performance period of three or four years on which the plan is based.

A separate variable share-based payment has been agreed for Deutsche Börse AG’s Executive Board
since financial year 2010. The number of virtual shares for each Executive Board member is calculated
on the basis of Deutsche Börse AG’s average share price in the two months preceding the point in time
at which the Supervisory Board establishes the 100 per cent target value for the variable share compo-
nent. The calculation of the subsequent payout amount of the stock bonus depends on the change in
relative shareholder return and Deutsche Börse AG’s share price performance. Claims under this stock
bonus programme are settled in cash after the expiration of the three-year performance period.

Long-term Sustainable Instrument (LSI)

In order to meet regulatory requirements, the LSI for risk takers (employees whose professional activities
have a material impact on the operations of institutions) was introduced in 2014. LSI shares are always
settled in cash. Since the companies concerned have the option to fulfil their obligations by delivering
shares of Deutsche Börse AG, Deutsche Börse Group has measured the LSI shares as cash-settled
share-based payment transactions. The options are measured using an option pricing model (fair value
measurement). Any right to payment of a stock bonus only vests after the expiration of the one-year
service period on which the plan is based, taking certain waiting periods into account.

Deferred tax assets and liabilities

Deferred tax assets and liabilities are computed using the balance sheet approach. The deferred tax
calculation is based on temporary differences between the carrying amounts in the tax accounts and
the carrying amounts in the IFRS financial statements that lead to a future tax liability or benefit when
assets are used or sold or liabilities are settled.

The deferred tax assets or liabilities are measured using the tax rates that are currently expected to apply
when the temporary differences reverse, based on tax rates that have been enacted or substantively

Services

2014

Responsibility

Governance Management report

Financial statements Notes

Basis of preparation

227

enacted by the reporting date. Deferred tax assets are recognised for the carryforward of unused tax
losses only to the extent that it is probable that future taxable profit will be available. Deferred tax assets
and deferred tax liabilities are offset where a legally enforceable right to set off current tax assets against
current tax liabilities exists and the deferred tax assets and deferred tax liabilities relate to income taxes
levied by the same taxation authority.

Leases

Leases are classified as operating leases or finance leases. A lease is classified as a finance lease if it
transfers substantially all the risks and rewards incidental to ownership of the asset from the lessor to the
lessee. All other leases are classified as operating leases.

Leased assets and the associated liabilities are recognised at the lower of fair value and present value
of the minimum lease payments if the criteria for classification as a finance lease are met. The leased
asset is depreciated or amortised using the straight-line method over its useful life or the lease term, if
shorter. In subsequent periods, the liability is measured using the effective interest method.

Expenses incurred in connection with operating leases are recognised as an expense on a straight-line
basis over the lease term.

Consolidation

Deutsche Börse AG and all subsidiaries directly or indirectly controlled by Deutsche Börse AG are includ-
ed in the consolidated financial statements. Deutsche Börse Group controls a company if it is exposed to
variable returns resulting from its involvement with the company in question or has rights to such returns
and is able to influence them by using its power over the company.

Initial consolidation of subsidiaries in the course of business combinations uses the purchase method.
The acquiree’s identifiable assets, liabilities and contingent liabilities are recognised at their fair values at
the acquisition date. Any excess of cost over the acquirer’s interest in the fair value of the subsidiary’s
net identifiable assets is recognised as goodwill. Goodwill is reported in subsequent periods at cost less
accumulated impairment losses.

Intra-Group assets and liabilities are eliminated. Income arising from intragroup transactions is eliminated
against the corresponding expenses. Profits or losses arising from deliveries of intra-Group goods and
services, as well as dividends distributed within the Group, are eliminated. Deferred taxes for consolida-
tion adjustments are recognised where these are expected to reverse in subsequent years.

Interests in equity attributable to non-controlling interest shareholders are carried under “non-controlling
interests” within equity. Where these are classified as “puttable instruments”, they are reported under
“liabilities”.

228

Deutsche Börse Group corporate report 2014

Currency translation

Transactions denominated in a currency other than a company’s functional currency are translated into
the functional currency at the spot exchange rate applicable at the transaction date. At the balance sheet
date, monetary balance sheet items in foreign currency are measured at the exchange rate at the bal-
ance sheet date, while non-monetary balance sheet items recognised at historical cost are measured at
the exchange rate on the transaction date. Non-monetary balance sheet items measured at fair value
are translated at the closing rate on the valuation date. Exchange rate differences are recorded as other
operating income or expense in the period in which they arise unless the underlying transactions are
hedged. Gains and losses from a monetary item that forms part of a net investment in a foreign opera-
tion are recognised directly in “accumulated profit”.

The annual financial statements of companies whose functional currency is not the euro are translated
into the reporting currency as follows: assets and liabilities are translated into euros at the closing rate.
The items in the consolidated income statement are translated at the average exchange rates for the
period under review. Resulting exchange differences are recognised directly in “accumulated profit”.
When the relevant subsidiary is sold, these exchange rate differences are recognised in consolidated
profit for the period in which the deconsolidation gain or loss is realised.

The following euro exchange rates of consequence to Deutsche Börse Group were applied:

Exchange rates

Swiss francs

US dollars

Czech koruna

Singapore dollar

British pound

Average rate
2014

Average rate
2013

Closing price as
at 31 Dec 2014

Closing price as
at 31 Dec 2013

CHF

USD (US$)

CZK

SGD

GBP (£)

1.2131

1.3210

27.5561

1.6762

0.8026

1.2294

1.3317

26.0261

1.6681

0.8505

1.2029

1.2156

1.2256

1.3769

27.7333

27.4000

1.6058

0.7806

1.7418

0.8332

Any goodwill arising on the acquisition of a foreign operation and any fair value adjustments to the carry-
ing amounts of assets and liabilities arising from initial consolidation are reported in the functional
currency of the foreign operation and translated at the closing rate.

Key sources of estimation uncertainty and management judgements

The application of accounting policies, presentation of assets and liabilities and recognition of income
and expenses requires the Executive Board to make certain judgements and estimates. Adjustments in
this context are taken into account in the period the change was made as well as in subsequent periods,
where necessary.

Impairment

Deutsche Börse Group tests goodwill as well as intangible assets with indefinite useful lives for impairment
and intangible assets not yet available for use at least once a year. Certain assumptions have to be made

Services

2014

Responsibility

Governance Management report

Financial statements Notes

Basis of preparation

229

to determine the recoverable amount, which is calculated regularly using discounted cash flow models.
This is based on the relevant business plans with a time horizon of normally three to five years. These
plans in turn contain projections of the future financial performance of the assets and cash-generating
units. If their actual financial performance fails to meet these expectations, corresponding adjustments
may be necessary. For further information on the effects of changes in the discount rate and further
assumptions, please see

note 11.

Pensions and other employee benefits

Pensions and other employee benefits are measured using the projected unit credit method, which
calculates the actuarial present value of the accumulated benefit obligation. Calculating the present
value requires certain actuarial assumptions (such as the discount rate, staff turnover rate, salary and
pension trends) to be made. The current service cost and the net interest expense or income for the
subsequent period are calculated on the basis of these assumptions. Any departures from these as-
sumptions, for example because of changes in the macroeconomic environment, are recognised in
“other comprehensive income” in the following financial year. A sensitivity analysis of the key factors
is presented in

note 22.

Income taxes

Deutsche Börse Group is subject to the tax laws of those countries in which it operates and generates
income. Considerable management judgement has to be exercised in determining the tax provisions.
For a large number of transactions and calculations, no definitive tax-relevant information is available
at the time these figures are determined. Deutsche Börse Group recognises corresponding provisions
for risks expected from external tax audits. If the final results of these external audits differ from the
estimates, the resulting effects on current and deferred taxes are recognised in the period in which
they become known.

Legal risks

The companies of Deutsche Börse Group are subject to litigation. Such litigation may lead to orders to
pay against the entities of the Group. If it is more likely than not that an outflow of resources will occur, a
provision will be recognised based on an estimate of the most probable amount necessary to settle the
obligation if such amount is reasonably estimable. Management judgement includes the determination
whether there is a possible obligation from past events, the evaluation of the probability that an out-
flow will occur and the estimation of the potential amount. As the outcome of litigation is usually uncer-
tain, the judgement is reviewed continuously. For further information on other risks please see

note 37.

Group Share Plan, Stock Bonus Plan and Long-term Sustainable Instrument

Note 39 contains disclosures on the valuation model used for the stock options. Where the estimates
of the valuation parameters originally applied differ from the actual values available when the options are
exercised, adjustments are necessary; such adjustments are recognised in the consolidated income
statement for the period if they relate to cash-settled share-based payment transactions.

Provisions

In addition, the probable utilisation applied when establishing provisions for expected losses from rental
agreements is estimated (see
note 24). In the creation of personnel-related restructuring provisions,
certain assumptions were made with regard to, for example, fluctuation rate, discount rate and salary
trends. Should the actual values deviate from these assumptions, adjustments may be necessary.

230

Deutsche Börse Group corporate report 2014

Consolidated income statement disclosures

4. Net revenue

Composition of net revenue

Sales revenue

Net interest income from
banking business

Eurex

Equity index derivatives

Interest rate derivatives

US options (ISE)

Commodity derivatives1)

Repurchase agreements1)

Equity derivatives

Other assets

Xetra

Trading2)

Clearing and settlement fees

Other assets

Clearstream3)

Custody fees

Transaction fees

Global Securities Financing

Net interest income

Other assets

Market Data + Services4)

Information

Tools

Index

Market Solutions

2014
€m

379.2

166.2

199.1

73.1

37.5

60.9

2013
€m

349.7

183.9

180.8

34.2

41.9

59.5

953.5

850.0

124.7

36.1

23.9

184.7

465.8

138.1

98.2

132.1

834.2

172.3

111.6

99.7

33.1

416.7

115.3

34.5

22.2

172.0

439.9

124.2

88.3

121.6

774.0

168.6

109.2

84.4

36.1

398.3

2014
€m

2013
€m

32.8

35.9

Total

2,389.1

2,194.3

32.8

35.9

Consolidation of internal net revenue

-41.3

-34.0

Group

2,347.8

2,160.3

32.8

35.9

1) Revenues from commodity derivatives largely consist of revenues from the European Energy Exchange AG that was consolidated in 2014 for the first time. Due to

the increased relevance of repurchase agreements these are listed as a separate product group. Prior-year figures have been adjusted accordingly.

2) The „Trading“ item includes Börse Frankfurt (formerly Xetra Frankfurt Specialist Trading; since Q3/2013 following the termination of the Börse Frankfurt Zertifikate

Holding S.A. cooperation including certificates and warrants) and the electronic Xetra trading system.

Services

2014

Responsibility

Governance Management report

Financial statements Notes

Consolidated income statement
disclosures

231

Other operating income

Volume-related costs

Net revenue

2014
€m

2013
€m

16.2

17.2

0.5

0.1

8.3

8.9

6.4

1.9

0.6

1.0

3.5

13.5

8.9

7.4

1.3

0.6

1.1

0.6

3.6

2014
€m

-34.4

-1.1

-116.1

-10.1

-3.2

2013
€m

-24.4

-89.3

-1.7

-7.4

2014
€m

344.8

165.2

83.0

63.9

37.5

34.3

73.9

-168.1

-122.8

802.6

-24.8

-6.3

-0.6

-31.7

-110.4

-13.1

-33.7

-18.2

-175.4

-25.4

-3.9

-10.4

-39.7

-22.6

-6.5

-0.1

-29.2

-103.9

-12.2

-30.5

-16.8

-163.4

-24.6

-2.4

-8.9

-35.9

100.4

29.9

31.6

161.9

355.4

125.0

64.5

32.8

120.3

698.0

148.8

108.2

90.4

33.1

380.5

2013
€m

325.3

183.9

91.5

34.2

40.2

65.6

740.7

92.7

28.0

31.0

151.7

336.0

112.0

57.8

35.9

112.2

653.9

145.3

107.4

76.6

36.7

366.0

36.0

33.4

-414.9

-351.3

2,043.0

1,912.3

-12.9

-12.8

54.2

46.8

23.1

20.6

-360.7

-304.5

2,043.0

1,912.3

3) Services and their net revenues were newly allocated to the productsin course of internal restructuring measures in the Clearstream segment. Prior-year figures

have been adjusted accordingly.

4) Services and their net revenues were newly allocated to the productsin course of internal restructuring measures in the Market Data + Services segment.

Prior-year figures have been adjusted accordingly.

232

Deutsche Börse Group corporate report 2014

Composition of net interest income from banking business

Loans and receivables

Financial liabilities measured at amortised cost

Available-for-sale financial assets

Financial assets or liabilities measured at fair value through profit or loss:

Interest income

Interest expense

Total

Composition of other operating income

Income from exchange rate differences

Income from impaired receivables

Income from settlement of put options

Income from agency agreements

Rental income from sublease contracts

Miscellaneous

Total

2014
€m

26.4

-7.2

5.5

9.3

-1.2

32.8

2014
€m

5.6

4.1

0.2

0.9

12.3

23.1

2013
€m

22.3

-7.2

5.1

16.1

-0.3

36.0

2013
€m

6.9

0.6

2.0

0.7

0.6

9.8

20.6

For details of rental income from sublease contracts see

note 38.

Miscellaneous other operating income includes income from cooperation agreements and from training
as well as valuation adjustments.

Volume-related costs comprise partial or advance concessions which Deutsche Börse Group obtains from
third parties and markets as part of its own value chain. They indirectly depend on the development of
volume trends and sales revenue.

5. Staff costs

Composition of staff costs

Wages and salaries

Social security contributions, retirement and other benefits

Total

2014
€m

394.7

77.7

472.4

2013
€m

369.0

107.0

476.0

Staff costs include costs of €11.7 million (2013: €62.6 million) recognised in connection with efficiency
programmes as well as costs of €25.3 million (2013: €0.9 million) for newly consolidated companies.

Services

2014

Responsibility

Governance Management report

Financial statements Notes

Consolidated income statement
disclosures

233

6. Other operating expenses

Composition of other operating expenses

Costs related to OFAC settlement1)

Costs for IT services providers and other consulting services

IT costs

Premises expenses

Non-recoverable input tax

Advertising and marketing costs

Travel, entertainment and corporate hospitality expenses

Non-wage labour costs and voluntary social benefits

Insurance premiums, contributions and fees

Cost of agency agreements

Supervisory Board remuneration

Cost of exchange rate differences

Miscellaneous

Total

1) OFAC = U.S. Office of Foreign Assets Control

2014
€m

–

203.9

91.2

71.0

47.8

23.8

25.2

15.0

13.8

5.7

5.4

3.0

11.8

517.6

2013
€m

129.0

159.5

78.5

75.1

34.4

20.6

12.6

12.0

7.7

5.0

3.9

15.3

588.0

Costs for IT service providers and other consulting services relate mainly to expenses in conjunction
with software development. An analysis of development costs is presented in
note 7. These costs
also contain costs of strategic and legal consulting services as well as of audit activities. Increased
costs for IT services and other consulting services amounting to €44.4 million include €10.5 million
for costs resulting from the consolidation of EEX, Impendium, Cleartrade and CGSS, €15.5 million
for increased investments in growth and infrastructure projects and €18.4 million for costs related to
business combinations and acquisitions, criminal investigations against Clearstream as well as stricter
regulatory requirements.

Composition of fees for the auditor

Statutory audit

Other assurance or valuation services

Tax advisory services

Other services

Total

2014

2013

Total
€m

Germany
€m

2.7

1.4

0.6

0.4

5.1

1.3

0.3

3.2

Total
€m

2.3

1.0

0.8

0.4

4.5

Germany
€m

1.2

0.6

0.5

0.2

2.5

234

Deutsche Börse Group corporate report 2014

7. Research and development costs

Own expenses capitalised relate solely to development costs of internally developed software, involving
the following systems and projects in the individual segments:

Research and development costs

Total expense for
software develoment

of which capitalised

Eurex

Eurex software

Trading platform T7 for Xetra/Eurex

Eurex Clearing Prisma

New trading platform ISE

EEX software

EurexOTC Clear

Xetra

Xetra software

Trading platform T7 for Xetra/Eurex

CCP releases

Clearstream

Collateral management and settlement

Custody

Connectivity

Investment funds

Market Data + Services

Research expense

Total

2014
€m

17.5

12.3

24.3

6.0

2.2

46.2

108.5

2.8

0.8

1.4

5.0

62.1

16.2

21.5

2.0

101.8

4.1

2.3

2013
€m

2014
€m

2013
€m

5.4

25.0

24.0

5.9

–

35.7

96.0

4.8

2.9

7.7

58.9

10.2

20.0

4.9

94.0

4.2

1.8

6.3

5.5

6.1

5.3

2.2

17.6

43.0

26.9

10.5

5.8

0.7

43.9

0.3

2.2

10.2

10.4

5.3

–

14.1

42.2

0.3

0.6

34.0

5.2

6.9

1.7

47.8

0.3

221.7

203.7

87.2

90.9

Services

2014

Responsibility

Governance Management report

Financial statements Notes

Consolidated income statement
disclosures

235

8. Result from equity investments

Composition of result from equity investments

Equity method-accounted result of associates and joint ventures

EPEX Spot SE1)

ID’s SAS

Tradegate AG Wertpapierhandelsbank

BrainTrade Gesellschaft für Börsensysteme mbH

European Market Coupling Company GmbH i.L.

Deutsche Börse Commodities GmbH

European Energy Exchange AG

Direct Edge Holdings, LLC

Börse Frankfurt Zertifikate Holding S.A. in liquidation

Total income from equity methode measurement

Zimory GmbH

Deutsche Börse Cloud Exchange AG

Global Markets Exchange Group International, LLP

Bondcube Limited

Digital Vega FX Ltd.

Hanweck Associates, LLC

Total expenses from equity method measurement5)

Result from associates and joint ventures

Result due to transition from equity method to consolidation

Result from other equity investments

Result from equity investments

2014
€m

2013
€m

8.2

1.4

0.5

0.3

0.1

n.a.2)

n.a.3)

n.a.4)

10.8

-6.1

-1.4

-0.7

-0.5

-0.1

-8.8

2.0

10.6

65.7

78.3

n.a.

0.2

0.3

0.1

n.a.

0.1

3.8

2.2

1.4

8.1

-0.6

-0.5

-0.1

n.a.

-0.1

-1.4

6.7

2.0

0.6

9.3

1) Since European Energy Exchange AG was fully consolidated on 1 January 2014, company is recognised as associate, see also
2) Since 1 January 2014, European Energy Exchange AG is no longer recognised as assosiate, see
3) Since 31 January 2014, former Direct Edge Holdings, LLC is no longer recognised as assosiate, see
note 2.
4) Since 1 July 2013 Börse Frankfurt Zertifikate Holding S.A. in liquidation is no longer recognised as associate.
5) Including impairment

note 2.

In financial year 2014, an impairment loss of €3.9 million was recognised on Zimory GmbH, Berlin,
Germany, an associate, due to the loss of a major customer. The recoverable amount was determined
on the basis of fair value less costs of disposal and amounted to €3.2 million. It was calculated using
net asset values (level 3 inputs). The impairment loss was recognised in the result from associates and
is allocated to the Eurex segment.

The result from other equity investments includes income of €46.4 million resulting from the remea-
surement in connection with the business combination of Direct Edge Holdings, LLC and BATS Global
Markets, Inc. For details see

note 2.

236

Deutsche Börse Group corporate report 2014

In the reporting year, dividends of €7.4 million (2013: €10.9 million) were received from interests in
associates. These include dividends resulting from interests in Direct Edge Holdings, LLC totalling
€1.9 million. Thereof, €0.7 million are attributable to the equity interest in Direct Edge Holdings, LLC
which were categorised as “availabe-for-sale” until the completion of the business combination contract
of Direct Edge Holdings, LLC with BATS Global Markets, Inc. See

note 2.

Dividends of €17.4 million (2013: €2.0 million) were received from interests in other equity invest-
ments in the year under review.

9. Financial result

Composition of financial income

Other interest and similar income

Interest on reverse repurchase agreements categorised as “loans and receivables”

Interest income from the transfer of negative interest to clearing members from investments categorised
as “loans and receivables”

Income from available-for-sale securities

Interest on bank balances categorised as “loans and receivables”

Interest income from receivables against associates and employees categorised as “loans and
receivables”

Total

Composition of financial expense

Interest on non-current loans1)

Interest on taxes

Interest expenses from negative interest1)

Interest-like expenses for derivatives held as hedging instruments

Other costs and interest-like expenses1)

Expenses from the unwinding of the discount on the pension provisions

Transaction costs of non-current liabilities1)

Interest-like expenses from revaluation of contingent considerations

Interest expenses on the transfer of interest to clearing members1)

Interest on current liabilities1)

Interest-like expenses for exchange rate differences on liabilities1)

Total

1) Measured at amortised cost

2014
€m

7.3

6.4

3.0

1.2

0.5

0.3

18.7

2014
€m

42.1

6.4

3.0

2.8

2.6

2.5

0.8

0.7

0.5

0.4

61.8

2013
€m

0.4

3.1

1.7

0.2

0.3

5.7

2013
€m

57.1

6.1

2.1

2.9

3.9

0.8

0.3

3.2

76.4

Negative interest incurred on the reinvestment of cash collateral was charged to the clearing participants.

Services

2014

Responsibility

Governance Management report

Financial statements Notes

Consolidated income statement
disclosures

237

10. Income tax expense

Composition of income tax expense (main components)

Current income taxes:

of the year under review

from previous years

Deferred tax (income)/expense on temporary differences

Total

2014
€m

226.9

-4.6

-48.8

173.5

2013
€m

181.0

-11.3

2.1

171.8

The total current tax expenses in the amount of €222.3 million include domestic tax expenses of
€151.5 million and foreign tax expenses of €70.8 million (2013: domestic tax expenses €135.1 million,
foreign tax expenses €34.6 million). The total deferred tax income in the amount of €–48.8 million
include domestic tax income of €–1.9 million and foreign tax income of €–46.9 million (2013: domestic
tax income €–1.1 million, foreign tax expenses €3.2 million).

As in the previous year, tax rates of 26 to 32 per cent were used in the reporting period to calculate
deferred taxes for the German companies. These reflect trade income tax at multipliers of 280 to
460 per cent (2013: 280 to 460 per cent) on the tax base value of 3.5 per cent (2013: 3.5 per cent),
corporation tax of 15 per cent (2013: 15 per cent) and the 5.5 per cent solidarity surcharge (2013:
5.5 per cent) on corporation tax.

A tax rate of 29.2 per cent (2013: 29.2 per cent) was used for the Luxembourgian companies, reflecting
trade income tax at a rate of 6.7 per cent (2013: 6.7 per cent) and corporation tax at 22.5 per cent
(2013: 22.5 per cent).

Tax rates of 12.5 to 45 per cent were applied to the companies in China, the Czech Republic, Ireland,
Japan, Portugal, Singapore, Spain, Switzerland, the United Kingdom and the USA (2013: 12.5 to
45 per cent).

The following table shows the carrying amounts of deferred tax assets and liabilities as well as the related
tax expenses recognised in income or directly in equity.

238

Deutsche Börse Group corporate report 2014

Composition of deferred taxes

Deferred tax assets

Deferred tax liabilities

Exchange
rate dif-
ferences

Deferred tax
expense/(income)

Tax expense/(income)
recognised directly in
equity

2014

€m

2013

€m

2014

€m

2013

€m

2014

€m

2014

€m

2013

€m

2014

€m

2013

€m

Pension provisions
and other employee
benefits

Other provisions

Interest-bearing
liabilities

Intangible assets

Intangible assets
from purchase
price allocation

Non-current assets

Investment
securities

Other non-current
assets

Other liabilities

Losses carried
forward

Exchange rate
differences

53.71)

21.6

36.0

16.1

2.9

2.3

1.5

3.0

1.6

-27.2

-1.1

-19.9

-0.7

-2.3

-277.9

-236.6

24.6

1.72)

-22.23)

-8.4

-4.5

0.6

-3.1

-4.0

7.3

16.7

0.1

3.2

0.1

99.65)

25.86)

0.8

-69.7

11.4

3.3

-7.5

0.2

6.0

-4.2

-2.5

-17.6

3.8

-3.8

0.74)

1.04)

0.8

-1.6

2.1

0.74)

0.64)

68.67)

-21.87)

52.4

-16.4

52.4

-16.4

-85.1

-16.5

Gross amounts

181.6

84.2

-420.8

-278.6

22.4

-48.8

Netting of deferred
taxes

-41.3

-35.2

41.3

35.2

Total

140.3

49.0

-379.5

-243.4

22.4

-48.8

1) Thereof €0.1 million due to acquisitions through business combinations resulting from the initial consolidation of the EEX group
2) Thereof €–1.1 million due to acquisitions through business combinations resulting from the termination of the cooperating agreement with Scoach
3) Thereof €–23.8 million due to acquisitions through business combinations resulting from the initial consolidation of the EEX group
4) Separate disclosure in the consolidated statement of changes in equity under “revaluation surplus”
5) Thereof €4.9 million due to acquisitions through business combinations resulting from the initial consolidation of the EEX group
6) Thereof €1.2 million due to acquisitions through business combinations resulting from the termination of the cooperating agreement with Scoach
7) Separate disclosure in the consolidated statement of changes in equity under “accumulated profit”

€157.7 million (2013: €64.8 million) of deferred tax assets and €293.0 million (2013: €247.7 million)
of deferred tax liabilities have an expected remaining maturity of more than one year.

Deferred tax liabilities have not been recognised in respect of the tax on future dividends that may be
paid from retained earnings by subsidiaries and associated companies. In accordance with section 8b (5)
of the Körperschaftsteuergesetz (KStG, the German Corporation Tax Act), 5 per cent of dividends and
similar income received by German companies is treated as non-deductible expenses for tax purposes.
The unrecognised deferred tax liabilities on future dividends of subsidiaries and associates as well as
gains from the disposal of subsidiaries and associates amount to €0.8 million.

Services

2014

Responsibility

Governance Management report

Financial statements Notes

Consolidated income statement
disclosures

239

Reconciliation between the expected and the reported tax expense

Expected income taxes derived from earnings before tax1)

Tax losses utilised and tax ineffective losses carried forward

Recognition of deferred taxes on losses carried forward yet not recognised

Tax increases due to other non-tax-deductible expenses

Effects resulting from different tax rates

Tax decreases due to dividends and income from the disposal of equity investments

Exchange rate differences

Other

Income tax expense arising from current year

Prior-period income taxes

Income tax expense

2014
€m

250.5

7.8

-55.0

12.0

-6.6

-31.5

0.9

178.1

-4.6

173.5

2013
€m

173.7

5.9

-0.8

6.7

0.8

-9.8

8.2

-1.5

183.2

-11.4

171.8

1) Both corporate earnings before tax amounting to €963.4 million as well as income tax expense amounting to €173.5 million include the special effects resulting

from the merger of Direct Edge Holdings, LLC and BATS Global Markets, Inc. amounting to €63.0 million and €26.1 million respectively.

To determine the expected tax expense, earnings before tax have been multiplied by the composite
tax rate of 26 per cent assumed for 2014 (2013: 26 per cent).

At the end of the financial year, accumulated unused tax losses amounted to €51.7 million (2013:
€176.7 million), for which no deferred tax assets were recognised. The unused tax losses are attribu-
table to domestic losses totalling €4.0 million and to foreign tax losses totalling €47.7 million (2013:
domestic tax losses €6.3 million, foreign tax losses €170.4 million). Tax losses of €1.9 million were
utilised in 2014 (2013: €3.6 million).

The losses can be carried forward in Germany subject to the minimum taxation rules, and in Luxem-
bourg indefinitely according to the current legal situation. Losses in other countries can be carried
forward for periods of up to 20 years.

240

Deutsche Börse Group corporate report 2014

Consolidated balance sheet disclosures

11. Intangible assets

Intangible assets

Purchased
software
€m

Internally
developed
software
€m

Payments on
account and
construction in
progress1)
€m

Goodwill
€m

Other
intangible
assets
€m

Total
€m

285.6

766.6

2,089.1

85.4

1,945.4

5,172.1

7.2

-88.5

-0.2

15.7

-200.6

75.4

-1.4

4.6

-40.4

75.2

-75.4

3.9

0.9

8.5

99.0

-289.1

-61.6

-103.6

204.1

655.7

2,053.3

85.2

1,888.6

4,886.9

13.7

15.7

-4.8

1.4

0.8

1.9

6.0

-6.6

65.3

4.8

57.9

124.0

1.7

81.2

-1.2

-66.7

97.9

188.2

173.1

102.9

-12.6

317.8

230.9

727.1

2,235.2

100.2

2,174.7

5,468.1

258.3

12.7

-87.8

-0.2

661.2

39.7

0.6

-202.5

-1.0

10.7

183.0

498.0

10.7

15.7

-4.6

0.4

47.4

-6.6

3.4

194.5

542.2

10.7

1,063.1

1,993.3

17.4

-44.0

69.8

0.6

-290.3

-45.2

1,036.5

1,728.2

21.9

135.8

85.0

-11.2

139.6

1,194.2

1,941.6

Historical cost
as at 1 Jan 2013

Acquisitions through business
combinations2)

Additions

Disposals

Reclassifications

Exchange rate differences

Historical cost
as at 31 Dec 2013

Acquisitions through business
combinations3)

Additions

Disposals

Reclassifications

Exchange rate differences

Historical cost as at
31 Dec 2014

Amortisation and impairment
losses as at 1 Jan 2013

Amortisation

Impairment losses

Disposals

Exchange rate differences

Amortisation and impairment
losses as at 31 Dec 2013

Amortisation

Disposals

Exchange rate differences

Amortisation and impairment
losses as at 31 Dec 2014

Carrying amount
as at 31 Dec 2013

Carrying amount
as at 31 Dec 2014

21.1

36.4

157.7

2,042.6

85.2

852.1

3,158.7

184.9

2,224.5

100.2

980.5

3,526.5

1) Additions in payments on account and construction in progress in the year under review relate exclusively to internally developed software.
2) This relates exclusively to additions as part of the merger of Börse Frankfurt Zertifikate Holding S.A. and Börse Frankfurt Zertifikate AG.
3) This relates exclusively to additions as part of the consolidation of the European Energy Exchange AG and the acquisition of shares of

Clearstream Global Services Ltd. and Impendium Systems Ltd, see

note 2.

Services

2014

Responsibility

Governance Management report

Financial statements Notes

Consolidated balance sheet
disclosures

241

Software, payments on account and construction in progress

Additions to and reclassifications of software relate primarily to the development of software products for
the Clearstream segment as well as to the development of the risk margining and clearing system (Eurex
Clearing Prisma) and of the new clearing technology C7 (CleAR programme) of the Eurex segment.

Carrying amounts of material software and construction in progress as well as
remaining amortisation periods of software

Eurex

Derivatives trading platform T7

C7 Release 1.0

ISE trading platform including applications

Eurex Clearing Prisma Release 1.0

Eurex Clearing Prisma Release 2.0

Eurex Release 14.0 Clearing

Clearstream

TARGET2-Securities

MALMO

GVAS

Carrying amount as at

Remaining amortisation period as at

31 Dec 2014
€m

31 Dec 2013
€m

31 Dec 2014
years

31 Dec 2013
years

31.9

21.2

19.2

13.6

11.9

2.0

51.7

15.5

10.5

34.8

n.a.

31.3

16.1

10.2

20.3

30.3

5.0

14.3

4.9 – 6.9

4.9 – 5.9

7.0

n.a.

2.0 – 4.3

3.3 – 4.7

5.3

7.0

n.a.

3.7

6.3

n.a.

4.7

In addition to event-driven impairment tests on all intangible assets, intangible assets not yet available
for use are tested for impairment at least annually. These tests did not result in any impairment losses to
be recognised in 2014 (2013: €0.6 million).

Goodwill

Changes in goodwill by business combinations

Clearstream
€m

ISE
€m

EEX
€m

STOXX
€m

CGSS Miscellaneous
€m

€m

Total
goodwill
€m

1,063.8

921.3

32.6

24.9

2,042.6

122.3

33.3

15.1

9.5

57.9

1.7

124.0

1,063.8

1,043.6

33.3

32.6

15.1

36.1

2,224.5

Balance as at
1 Jan 2014

Acquisitions through
business
combinations

Additions

Exchange rate
differences

Balance as at
31 Dec 2014

242

Deutsche Börse Group corporate report 2014

The impairment test is performed by allocating the goodwill to the following groups of cash-generating
units (CGUs):

Goodwill allocation to the groups of cash-generating units (CGUs)

CGU
Clearstream
€m

CGU
Market Data
+ Services
€m

CGU
Eurex
€m

CGU EEX
Mio. €

CGU Fund
Services
€m

CGU
Infobolsa
€m

CGU Börse
Frankfurt
Zertifikate
€m

Total
goodwill
€m

Balance as at
31 Dec 2014

1,063.8

1,043.6

54.1

33.3

19.1

6.0

4.6

2,224.5

Goodwill are intangible assets with an indefinite useful life. The recoverable amounts of the CGUs with
allocated goodwill are based either on their values in use or on their fair value less costs of disposal,
depending on the respective unit. Only in cases in which one of these values (value in use or fair value
less costs of disposal) does not exceed the carrying amount, the respective other value is calculated.
Since there is no active market for the CGUs, the discounted cash flow method is used to calculate both
value in use and fair value less costs of disposal. Input factors are always such of level 3.

Pricing, trading volumes, assets under custody, market share assumptions or general business develop-
ment assumptions are based on past experience or market research. Other key assumptions are mainly
based on external factors and generally correspond with internal management planning. Significant
macroeconomic indicators include, for instance, equity index levels, volatility of equity indices, as well
as interest rates, exchange rates, GDP growth, unemployment levels and government debt. When calcu-
lating value in use, the projections are adjusted for the effects of future restructurings and expansion
investments, if appropriate.

The discount rate is based on a risk-free interest rate between 1.2 and 1.7 per cent (2013: 2.5 and
2.6 per cent) and a market risk premium of 6.5 per cent (2013: 6.5 per cent). It is used to calculate
individual discount rates for each CGU that reflect beta factors, cost of debt and capital structure of the
peer groups concerned.

Each calculation of the sensitivities stated below is based on the adaption of a parameter (discount rate,
the compound annual growth rate – CAGR – of net revenue and operating costs and growth rate of a
perpetual annuity), by assuming that all other parameters in the evaluation model remain unchanged.
Thus, possible correlations between the parameters are not considered.

Cash-generating unit Clearstream
The goodwill from the acquisition of the Clearstream subgroup (€1,063.8 million) is allocated to a group
of CGUs in the Clearstream segment.

The recoverable amount is determined on the basis of the value in use applying the discounted cash
flow method. Cash flows are projected over a five-year period (2015 to 2019). The CAGR in this period
is 5.1 per cent for net revenue and –0.9 per cent for operating costs (less depreciation, amortisation and

Services

2014

Responsibility

Governance Management report

Financial statements Notes

Consolidated balance sheet
disclosures

243

impairment losses). Cash flow projections beyond 2019 are extrapolated assuming a perpetual annuity
with a growth rate of 1.5 per cent (2013: 1.5 per cent). The pre-tax discount rate used is calculated on
the basis of the cost of equity and amounts to 12.0 per cent (2013: 14.6 per cent).

Even in the case of a reasonably possible change of the applied parameters, no impairment charge
would have to be recognised for the Clearstream CGU.

Cash-generating unit Eurex
The goodwill resulting from the acquisition of ISE (€1,043.6 million) is allocated to a group of CGUs in
the Eurex segment. Since the ISE goodwill is calculated in US dollars, an exchange rate difference of
€122.3 million occurred in 2014 (2013: €–40.0 million).

The recoverable amount is determined on the basis of the value in use applying the discounted cash
flow method. Cash flows are projected over a five-year period (2015 to 2019) for European as well as
US activities. The CAGR in this period is 2.2 per cent for net revenue and 1.5 per cent for operating
costs (less depreciation, amortisation and impairment losses). Cash flow projections beyond this period
are, as in the previous year, extrapolated, assuming a perpetual annuity with a growth rate of 1.0 per
cent (2013: 1.0 per cent). The pre-tax discount rate used is 12.6 per cent (2013: 13.4 per cent).

Even in case of a reasonably possible change of the applied parameters, no impairment charge would
have to be recognised for the Eurex CGU.

Cash-generating unit Market Data + Services
The goodwill arising from the acquisition of STOXX Ltd. (€32.6 million) as well as the goodwill arising
from the acquisition of the business of Kingsbury International Ltd. (€0.5 million) is allocated to a group
of CGUs in the Market Data + Services segment.

The goodwill of €7.8 million from the acquisition of Market News International Inc. and the goodwill
of €3.2 million from the acquisition of the Need to Know News, LLC are also allocated to this group
of CGUs in the Market Data + Services segment. As both goodwills are denominated in US dollar, an
exchange rate difference of €1.2 million occurred in 2014 (2013: €–0.4 million).

Eventually, the goodwill arising of the acquisition of Impendium Systems Ltd (€10.0 million) is allocated
to this group of CGUs in the Market Data + Services segment. Through translating the goodwill into euro,
an exchange rate difference of €0.5 million occurred in 2014.

The recoverable amount of the Market Data + Services CGU is determined on the basis of the fair value
less costs of disposal applying the discounted cash flow method. Cash flows are planned over a five-year
period (2015 to 2019). The CAGR in this period is 2.8 per cent for net revenue and 1.6 per cent for
operating costs (less depreciation, amortisation and impairment losses). Cash flow projections beyond
2019 are extrapolated, assuming a perpetual annuity with a growth rate of 2.0 per cent (2013: 2.0 per
cent). The after-tax discount rate used was 9.0 per cent (2013: 9.8 per cent).

Even in case of a reasonably possible change of the applied parameters, no impairment charge would
have to be recognised for the Market Data + Services CGU.

244

Deutsche Börse Group corporate report 2014

Cash-generating unit EEX
The goodwill arising of the acquisition of the European Energy Exchange AG (EEX) as well as their sub-
sidiaries (€33.3 million) is allocated to the EEX cash-generating unit in the Eurex segment. Other intan-
gible assets of EEX, including the exchange licence (indefinite useful life), are also tested for impairment.

The recoverable amount is determined on the basis of the fair value less costs of disposal applying the
discounted cash flow method. The cash flows are projected over a five-year period (2015 to 2019). The
CAGR in this period is 1.5 per cent for net revenue and –1.9 per cent for operating costs (less deprecia-
tion, amortisation and impairment losses). Cash flow projections beyond 2019 are extrapolated, assum-
ing a perpetual annuity with a growth rate of 2.0 per cent. The after-tax discount rate used amounts to
9.6 per cent.

Even in case of a reasonably possible change of the applied parameters, no impairment charge would
have to be recognised for the EEX cash-generating unit.

Cash-generating unit Fund Services
The goodwill from the acquisition of Clearstream Fund Services Ireland Ltd. (€4.0 million) as well
as the goodwill from the business combination of the Clearstream Global Securities Services Limited
(€15.1 million) are allocated to the Fund Services CGU in the Clearstream segment.

The recoverable amount is determined on the basis of fair value less costs of disposal, applying the dis-
counted cash flow method. Cash flows are projected over a five-year period (2015 to 2019). The CAGR
in this period is 24.6 per cent for net revenue and 10.3 per cent for operating costs (less depreciation,
amortisation and impairment losses). Cash flow projections beyond 2019 are extrapolated, assuming
a perpetual annuity with a growth rate of 2.5 per cent (2013: 2.5 per cent). The after-tax discount rate
used is calculated on the basis of the cost of equity and amounts to 13.2 per cent (2013: 11.5 per cent).

A decrease in the CAGR within the detailed planning period in net revenue to 21.2 per cent or an in-
crease in operating costs (less depreciation, amortisation or impairments) to 14.0 per cent would result
in an impairment of the intangible assets allocated to the Fund Services CGU. As at 31 December 2014,
the recoverable amount exceeds the carrying amount by €34.8 million.

Cash-generating unit Infobolsa
The goodwill from the acquisition of the Infobolsa subgroup (€2.9 million) including the goodwill from
the acquisition of the shares in Open Finance, S.L. (€3.1 million) is allocated to the Infobolsa CGU in
the MD+S segment.

The recoverable amount is determined on the basis of fair value less costs of disposal, applying the dis-
counted cash flow method. Cash flows are planned over a five-year period (2015 to 2019). The CAGR
in this period is 6.9 per cent for net revenue and 5.7 per cent for operating costs (less depreciation,
amortisation and impairment losses). Cash flow projections beyond 2019 are extrapolated, assuming
a perpetual annuity with a growth rate of 2.0 per cent (2013: 2.0 per cent). The after-tax discount rate
used is 9.0 per cent (2013: 9.8 per cent).

A decrease in the CAGR within the detailed planning period in net revenue to 6.0 per cent or an increase
in operating costs (less depreciation, amortisation or impairments) to 7.3 per cent would result in an
impairment of the intangible assets allocated to the Infobolsa CGU. As at 31 December 2014 the recov-
erable amount exceeds the carrying amount by €4.9 million.

Services

2014

Responsibility

Governance Management report

Financial statements Notes

Consolidated balance sheet
disclosures

245

Cash-generating unit Börse Frankfurt Zertifikate
Goodwill from the business combination with Scoach Holding S.A. and Scoach Europa AG (€4.6 million)
is allocated to the Börse Frankfurt Zertifikate CGU in the Xetra segment. Other intangible assets of
Börse Frankfurt Zertifikate AG, including the exchange licence (indefinite useful life), are also tested
for impairment.

The recoverable amount is determined on the basis of fair value less costs of disposal, applying the dis-
counted cash flow method. Cash flows are planned over a five-year period (2015 to 2019). The CAGR
in this period is 2.0 per cent for net revenue and 6.5 per cent for operating costs (less depreciation,
amortisation and impairment losses). Cash flow projections beyond 2019 are extrapolated, assuming a
perpetual annuity with a growth rate of 2.0 per cent (2013: 2.0 per cent). The after-tax discount rate
used is 13.6 per cent (2013: 13.5 per cent).

An increase in the CAGR within the detailed planning period in operating costs (less depreciation, amor-
tisation or impairments) to 8.9 per cent would result in an impairment of the intangible assets (including
goodwill) allocated to the Börse Frankfurt Zertifikate CGU. As at 31 December 2014 the recoverable
amount exceeds the carrying amount by €7.0 million.

Other intangible assets

Other intangible assets are divided into the following categories:

Changes in other intangible assets by category

Balance as at 1 Jan 2014

Acquisitions through business
combinations

Additions

Amortisation

Exchange rate differences

Balance as at 31 Dec 2014

Exchange
licences
€m

108.3

0.3

14.3

122.9

Trade
names
€m

422.9

5.8

-0.8

0.4

428.3

Member and
customer
relationships
€m

Miscellaneous
intangible
assets
€m

319.0

85.8

-20.3

37.5

422.0

1.9

6.0

-0.8

0.2

7.3

Total
€m

852.1

97.9

-21.9

52.4

980.5

Other intangible assets result mainly from business combinations. The following table provides an over-
view of the main items and the assignment to the respective acquisition:

246

Deutsche Börse Group corporate report 2014

Changes in other intangible assets by business combinations

Balance as at 1 Jan 2014

Acquisitions through
business combinations

Additions

Amortisation

Exchange rate differences

STOXX
€m

445.0

-3.4

Balance as at 31 Dec 2014

441.6

ISE
€m

402.1

-13.5

52.3

440.9

EEX
€m

75.9

-4.0

71.9

CGSS Miscellaneous
€m

€m

22.0

-0.4

21.6

5.0

-0.6

0.1

4.5

Total
€m

852.1

97.9

-21.9

52.4

980.5

Other intangible assets with an indefinite useful life are tested for impairment at least once a year. If the
assets do not generate any cash inflows that are largely independent of those generated by other assets,
the recoverable amount is determined for the CGU to which the asset is allocated. The information pro-
“goodwill” section applies similarly to the principles for determining recoverable amount
vided in the
and to the sensitivities.

The discount rate is based on a risk-free rate of between 1.2 and 2.5 per cent (2013: 2.5 and 3.5 per
cent) and a market risk premium of 6.5 per cent (2013: 6.5 per cent). It is used to calculate individual
discount rates for each CGU that reflect beta factors, cost of debt and capital structure of the peer
groups concerned.

Other intangible assets: ISE
ISE’s other intangible assets are tested for impairment at the end of the year including ISE’s exchange
licence (indefinite useful life). The carrying amount of the exchange licence amounts to €122.4 mil-
lion (2013: €108.1 million) as at the balance sheet date and includes an exchange rate difference of
€14.3 million in 2014. Since the exchange licence does not generate any cash inflows that are largely
independent of those generated by other assets, the impairment test is performed on the basis of the
ISE cash-generating unit in the Eurex segment.

The recoverable amount is determined on the basis of value in use, applying the discounted cash flow
method. Cash flows are planned over a five-year period (2015 to 2019). The CAGR in this period is
1.1 per cent for net revenue and –0.2 per cent for operating costs (less depreciation, amortisation and
impairment losses). Cash flow projections beyond 2019 are extrapolated, assuming a perpetual annuity
with a growth rate of 2.5 per cent (2013: 2.5 per cent). The pre-tax discount rate used is 15.3 per cent
(2013: 18.0 per cent).

A decrease in the CAGR within the detailed planning period in net revenue to –0.2 per cent or a de-
crease in the annual growth rate of the perpetual annuity of 1.3 per cent would result in an impairment
of the intangible assets allocated to the ISE cash-generating unit. As at 31 December 2014, the recover-
able amount exceeds the carrying amount by €47.8 million.

Other intangible assets: STOXX
Other intangible assets of STOXX Ltd., including the STOXX trade name (indefinite useful life), are tested
for impairment on a yearly basis. The carrying amount of the trade name amounted to €420.0 million
(2013: €420.0 million) as at 31 December 2014. Since the trade name does not generate any separate

Services

2014

Responsibility

Governance Management report

Financial statements Notes

Consolidated balance sheet
disclosures

247

cash inflows that are largely independent of those generated by other assets, the impairment test is per-
formed on the basis of the STOXX cash-generating unit in the MD+S segment.

Recoverable amount is determined on the basis of fair value less costs of disposal. The impairment test
was based on fair value less costs of disposal. Cash flows are projected over a five-year period (2015
to 2019). The CAGR in this period is 6.6 per cent for net revenue and 8.5 per cent for operating costs
(less depreciation, amortisation and impairment losses). Cash flow projections beyond 2019 are extrap-
olated, assuming a perpetual annuity with a growth rate of 2.0 per cent (2013: 2.0 per cent). The
after-tax discount rate amounts to 10.0 per cent (2013: 10.8 per cent).

Even in the case of a reasonably possible change of the applied parameters, no impairment charge
would have to be recognised for the STOXX cash-generating unit.

Other intangible assets: EEX
In the course of the business combination with European Energy AG and its subsidiaries as at 1 Janu-
ary 2014, Deutsche Börse Group acquired goodwill, as well as other intangible assets. These assets
primarily include customer relationships with a carrying amount of €69.8 million as at the acquisition
date, as well as certain trade names registered by the EEX group and an exchange licence. Since the
exchange licence does not have a finite term, it is assumed that its useful life is indefinite. Likewise,
indefinite useful lives are assumed for the trade names, because these umbrella brands are well known
and the intention is to continue using them as part of future operating activities. A total useful life of
16 years is assumed for the customer relationships.

EEX’s other intangible assets are tested for impairment at the end of the year. The carrying amount of
the exchange licence was €0.3 million as at the balance sheet date and the carrying amount of the
trade names was €5.8 million as at the same date. Since the exchange licence and the trade names do
not generate any cash inflows that are largely independent of those generated by other assets, the im-
pairment test is performed on the basis of the EEX cash-generating unit in the Eurex segment. This test
“goodwill” section.
corresponds to the goodwill impairment test; see the information provided in the

Other intangible assets: Börse Frankfurt Zertifikate
Other intangible assets of Börse Frankfurt Zertifikate AG, including the exchange licence (indefinite
useful life), are tested for impairment on a yearly basis. The carrying amount of the exchange licence
amounted to €0.2 million as at 31 December 2014 (2013: €0.2 million).

Since the exchange licence does not generate any cash inflows that are largely independent of those
generated by other assets, the impairment test is performed on the basis of the Börse Frankfurt Zerti-
fikate CGU in the Xetra segment. This test corresponds to the goodwill impairment test; see the infor-
mation provided in the

“goodwill” section.

Other intangible assets: Clearstream Global Securities Services
In the course of the business combination with Clearstream Global Securities Services Limited as at
3 October 2014, Deutsche Börse Group acquired goodwill as well as other intangible assets. These
assets primarily include customer relationships with a carrying amount of €16.0 million as at the
acquisition date as well as a database with a carrying amount of €6.0 million. A useful life of 20 years
has been assumed for the customer relationship and a useful life of eight years for the database.

248

Deutsche Börse Group corporate report 2014

12. Property, plant and equipment

Property, plant and equipment

Historical costs as at 1 Jan 2013

Additions

Disposals

Reclassifications

Exchange rate differences

Historical costs as at 31 Dec 2013

Acquisitions through business combinations

Additions

Disposals

Reclassifications

Exchange rate differences

Historical costs as at 31 Dec 2014

Depreciation and impairment losses as at 1 Jan 2013

Amortisation

Disposals

Reclassifications

Exchange rate differences

Depreciation and impairment losses as at 1 Dec 2013

Amortisation

Disposals

Exchange rate differences

Depreciation and impairment losses as at 31 Dec 2014

Carrying amount as at 31 Dec 2013

Carrying amount as at 31 Dec 2014

Computer
hardware,
operating and
office
equipment
€m

Payments on
account and
construction in
progress
€m

Fixtures and
fittings
€m

78.5

3.5

-2.0

-1.8

-0.9

77.3

0.5

4.6

-4.4

1.9

79.9

34.9

8.7

-2.0

-1.1

-0.5

40.0

5.5

-4.3

1.3

42.5

37.3

37.4

329.8

25.0

-28.4

3.4

-1.3

328.5

2.0

24.9

-35.8

2.8

322.4

246.9

39.7

-28.3

1.1

-0.8

258.6

34.3

-34.9

2.1

260.1

69.9

62.3

Total
€m

410.0

28.6

-30.4

-2.3

405.9

2.5

30.6

-40.2

4.7

1.7

0.1

-1.6

-0.1

0.1

1.1

1.2

403.5

0.1

1.2

281.8

48.4

-30.3

-1.3

298.6

39.8

-39.2

3.4

302.6

107.3

100.9

Services

2014

Responsibility

Governance Management report

Financial statements Notes

Consolidated balance sheet
disclosures

249

13. Financial investments

Financial assets

Historical cost as at 1 Jan 2013

Additions

Disposals

Addition/(reversal) premium/discount

Reclassifications

Exchange rate differences

Historical cost as at 31 Dec 2013

Acquisitions through business combinations

Additions

Disposals

Addition/(reversal) premium/discount

Reclassifications

Exchange rate differences

Historical cost as at 31 Dec 2014

Revaluation as at 1 Jan 2013

Disposals of impairment losses

Dividends

Net income from equity method measurement

Currency translation differences recognised directly in equity

Currency translation differences recognised in profit or loss

Other fair value changes recognised directly in equity

Other fair value changes recognised in profit or loss

Market price changes recognised directly in equity

Market price changes recognised in profit or loss

Reclassifications

Revaluation as at 31 Dec 2013

Acquisitions through business combinations

Disposals of impairment losses

Dividends

Net income from equity method measurement

Currency translation differences recognised directly in equity

Currency translation differences recognised in profit or loss

Other fair value changes recognised directly in equity

Other fair value changes recognised in profit or loss

Market price changes recognised directly in equity

Market price changes recognised in profit or loss

Reclassifications

Revaluation as at 31 Dec 2014

Carrying amount as at 31 Dec 2013

Carrying amount as at 31 Dec 2014

1) Reclassified as current receivables and securities from banking business

Investments in
associates and
joint ventures
€m

Other equity
investments
€m

182.5

34.8

-48.9

-1.4

167.0

-53.0

13.6

-1.8

-14.5

0.6

111.9

22.3

-10.9

6.6

-0.3

-0.4

-0.9

16.4

-28.1

-0.3

-7.4

4.6

-0.2

-1.3

10.6

-3.9

1.9

-7.7

183.4

104.2

57.2

0.3

-0.2

-0.7

56.6

0.2

70.0

12.6

8.1

147.5

-30.5

0.6

-1.2

-1.6

-32.7

4.7

1.0

46.3

19.3

23.9

166.8

Receivables
and securities
from banking
business
€m

1,487.0

8.5

-8.1

-0.3

-310.71)

-0.4

1,176.0

328.6

-0.6

-202.11)

1,301.9

-2.0

0.6

4.5

-0.8

2.3

0.9

-0.11)

3.1

1,178.3

1,305.0

Other financial
instruments
and loans
€m

27.3

6.0

-3.0

-0.8

29.5

4.8

-6.2

1.4

29.5

-5.7

-0.1

1.3

1.0

-3.5

0.1

0.2

-0.1

-3.3

26.0

26.2

250

Deutsche Börse Group corporate report 2014

The investments in associates and joint ventures include interests in associates with a carrying amount
of €102.2 million (2013: €183.4 million) and interests in joint ventures with a carrying amount of
€2.0 million (2013: nil). In financial year 2014, proportionate losses with an amount of €0.5 million
(2013: nil) for associates accounted for using the equity method were not recognised. The unrecognised
losses totalled €1.6 million.

Direct Edge Holdings, LLC merged with BATS Global Markets, Inc. on 31 January 2014. Since then,
the shares of BATS Global Markets, Inc. have been classified as available for sale and reported under
the “other equity investments” item. In the previous year, shares of Direct Edge Holdings, LLC were held
under “non-current assets held for sale” (€35.6 million) and “investments in associates” (€15.5 million).

As in the previous year, “other financial instruments and loans” include securities with a fair value of
€5.0 million pledged to the Industrie- und Handelskammer (IHK, the Chamber of Commerce) Frankfurt.

In connection with taking control over European Energy Exchange AG as from 1 January 2014, the
shares, which had been held under shares in associates until 31 December 2013, were remeasured
and the resulting effect of €10.6 million is recognised in the result from equity investments.

For details on revaluations and market price changes recognised directly in equity, also see
Other equity investments include available-for-sale shares.

note 20.

In the year under review, impairment losses amounting to €3.9 million (2013: €1.6 million) were
recognised in the income statement. These impairment losses relate to unlisted equity instruments.
See

note 8 for further details.

Composition of receivables and securities from banking business

Fixed-income securities

from regional or local public bodies

other public bodies

from multilateral banks

from other credit institutions

Total

31 Dec 2014
€m

31 Dec 2013
€m

209.3

607.9

487.8

149.7

537.2

471.3

20.1

1,305.0

1,178.3

Securities from banking business include financial instruments listed on a stock exchange amounting to
€1,305.0 million (2013: €1,178.3 million).

Services

2014

Responsibility

Governance Management report

Financial statements Notes

Consolidated balance sheet
disclosures

251

14. Derivatives and hedges

Deutsche Börse Group generally uses derivative financial instruments to hedge existing or highly probable
forecast transactions. The derivatives are included in the positions “receivables from banking business”,
“liabilities from banking business” and “other current liabilities”.

Derivatives (fair value)

Note

Assets

Note

Liabilities

31 Dec 2014
€m

31 Dec 2013
€m

31 Dec 2014
€m

31 Dec 2013
€m

Derivatives held for trading

short-term

Total

Fair value hedges

34.4

0 28, 30

-6.4

-22.6

No financial instruments designated as fair value hedges had been outstanding as at 31 December 2014
and 2013.

Cash flow hedges

In 2013, some debt instruments issued by Deutsche Börse AG matured. In order to partially hedge
the refinancing needs of 2013, a forward interest rate payer swap and a payer swaption were used in
2010 to (conditionally) lock in prevailing (forward) interest rate levels which were judged to be attractive.
The swaption expired in 2013. The swap had been settled by close out payment of €14.2 million. The
amount recognised within revaluation surplus is reversed over the original term of the debt instrument
issued in 2013. In 2014, no cash flow hedges had been designated.

Development of cash flow hedges

Cash flow hedges as at 1 January

Amount recognised in equity during the year

Amount recognised in profit or loss during the year

Ineffective hedge portion recognised in profit or loss

Closing

Realised losses

Cash flow hedges as at 31 December

2014
€m

2013
€m

-14.2

0.7

-0.2

14.2

-0.5

252

Deutsche Börse Group corporate report 2014

Hedges of a net investment

In connection with the private placements in the USA, the bonds of the series A to C were designated as
hedges against currency risk arising from the translation of the foreign functional currency US dollar into
euro in order to hedge the net investment in the ISE subgroup.

Composition of private placements

Type

Issue volume

Equivalent

Term

Series A

Series B

Series C

Total

US$m

170.0

220.0

70.0

460.0

31 Dec 2014
€m

31 Dec 2013
€m

as at emission
€m

from

until

139.8

181.0

57.6

378.4

123.5

159.8

50.8

334.1

110.2

12 June 2008

10 June 2015

142.7

12 June 2008

10 June 2018

45.4

12 June 2008

10 June 2020

298.3

As the bonds of series A will mature in 2015, they are shown under “other current liabilities” whereas
the bonds of series B and C are included in “interest bearing liabilities”.

Effective exchange rate differences from the private placements are reported in the balance sheet item
“accumulated profit”, as are exchange rate differences from the translation of foreign subsidiaries.
€79.9 million (2013: €35.5 million) has been recognised cumulatively in this item directly in equity.
There was no ineffective portion of the net investment hedges in 2014 and 2013.

Derivatives held for trading

Foreign exchange swaps as at 31 December 2014 expiring in less than three months with a notional
value of €1,764.4 million (2013: €2,285.9 million) had a negative fair value of €0.5 million and a
positive fair value amounting to €34.4 million (2013: negative fair value of €16.5 million). These
swaps were entered into to convert foreign currencies received through the issue of commercial paper by
the banking business into euros, and to hedge short-term foreign currency receivables and liabilities in
euros economically. These are reported under “current receivables and securities from banking business”
and “liabilities from banking business” in the balance sheet (see also

notes 16 and 28).

Outstanding positions derivatives transactions

Number

Notional amount

Positive fair value

Negative fair value

Foreign exchange swaps

31 Dec 2014

31 Dec 2013

€m

1,764.4

2,285.9

34.4

-0.5

-16.5

Services

2014

Responsibility

Governance Management report

Financial statements Notes

Consolidated balance sheet
disclosures

253

Eurex Clearing AG has awarded a grant to some customers. The repayment of that grant will be contin-
gent on the satisfaction of certain criteria. Eurex Clearing AG has recognised embedded derivatives sepa-
rately from the host contract. The derivatives amounting to €5.9 million (2013: €6.1 million) have been
classified as held for trading and are shown under “other current liabilities”.

15. Financial instruments of the central counterparties

Composition of financial instruments of central counterparties

Repo transactions

Options

Others

Total

thereof non-current

thereof current

31 Dec 2014
€m

31 Dec 2013
€m

156,856.7

147,924.7

19,114.4

9,583.2

165.7

97.5

176,136.8

157,605.4

5,885.8

4,058.6

170,251.0

153,546.8

As of 31 December 2014, the aggregate financial instruments of the central counterparties also include
positions from transactions cleared by European Commodity Clearing AG. They are classified into current
and non-current in the balance sheet. Receivables and liabilities that may be offset against a clearing
member are reported on a net basis. Financial liabilities of €1,249.1 million (2013: €500.0 million)
have been eliminated because of intra-Group GC Pooling transactions.

The following table gives an overview of the effects of offsetting the financial instruments of the central
counterparties:

Gross presentation of offsetted financial instruments of central counterparties1)

Gross amount of
financial instruments

Gross amount of netted
financial instruments

Net amount of
financial instruments

31 Dec 2014
€m

31 Dec 2013
€m

31 Dec 2014
€m

31 Dec 2013
€m

31 Dec 2014
€m

31 Dec 2013
€m

Financial assets from
repo transactions

Financial liabilities from
repo transactions

Financial assets from
options

Financial liabilities from
options

178,686.9

176,803.4

-21,830.2

-28,878.7

156,856.7

147,924.7

-177,437.8

-176,303.4

21,830.2

28,878.7

-155,607.6

-147,424.7

64,056.8

14,605.6

-44,942.4

-5,022.4

19,114.4

9,583.2

-64,056.8

-14,605.6

44,942.4

5,022.4

-19,114.4

-9,583.2

1) The collateral deposited by clearing members cannot be attributed directly to the individual transactions. For information on the composition of Eurex Clearing AG’s

collateral, see

note 36.

254

Deutsche Börse Group corporate report 2014

16. Current receivables and securities from banking business

In addition to non-current receivables and securities from banking business that are classified as non-
current financial assets (see
attributable solely to the Clearstream subgroup, were classified as current assets as at 31 December 2014.

note 13), the following receivables and securities from banking business,

Composition of current receivables and securities from banking business

Loans to banks and customers

Reverse repurchase agreements

Balances on nostro accounts

Money market lendings

Overdrafts from settlement business

Available-for-sale debt instruments

Interest receivables

Forward foreign exchange transactions1)

Total

1) See

note 14.

31 Dec 2014
€m

31 Dec 2013
€m

6,952.4

357.2

1,967.1

338.5

9,615.2

655.9

1.6

34.4

6,708.7

991.3

1,044.0

487.0

9,231.0

310.6

2.4

10,307.1

9,544.0

Overdrafts from settlement business represent short-term loans of up to two days’ duration that are
usually secured by collateral. Potential concentrations of credit risk are monitored against counterparty
credit limits (see

note 36).

Remaining maturity of loans to banks and customers

Not more than 3 months

Total

31 Dec 2014
€m

31 Dec 2013
€m

9,615.2

9,231.0

All of the securities held as at 31 December 2014 and 2013 were listed and issued by sovereign or
sovereign-guaranteed issuers.

Remaining maturity of available-for-sale debt instruments

Not more than 3 months

3 months to 1 year

Total

31 Dec 2014
€m

31 Dec 2013
€m

418.8

237.1

655.9

75.9

234.7

310.6

Services

2014

Responsibility

Governance Management report

Financial statements Notes

Consolidated balance sheet
disclosures

255

17. Development of allowance against trade receivables

As in the previous year, there were no trade receivables due after more than one year as at 31 Decem-
ber 2014.

Allowance account

Balance as at 1 Jan 2013

Additions

Acquisitions through business combinations

Utilisation

Reversal

Balance as at 31 Dec 2013

Additions

Acquisitions through business combinations

Utilisation

Reversal

Balance as at 31 Dec 2014

€m

8.1

2.5

-0.1

-0.9

9.6

2.4

0.1

-0.1

-4.1

7.9

In the current year, irrecoverable receivables of €2.3 million (2013: €0.2 million) were written off.
Provisions against doubtful debts had not been recognised for these receivables.

18. Other current assets

Composition of other current assets

Other receivables from CCP transactions

Tax receivables (excluding income taxes)

Prepaid expenses

Receivables from insurance companies

Incentive programme

Guarantees and deposits

Vendors with a debit balance

Miscellaneous

Total

31 Dec 2014
€m

31 Dec 2013
€m

464.5

42.6

24.9

8.8

3.5

1.7

1.1

7.2

181.5

49.9

23.7

2.3

4.0

0.7

5.9

5.7

554.3

273.7

256

Deutsche Börse Group corporate report 2014

19. Restricted bank balances

Amounts reported separately under liabilities as cash deposits by market participants are restricted.
Such amounts are mainly invested via bilateral or triparty reverse repurchase agreements and in the form
of overnight deposits at banks (restricted bank balances). Government or government-guaranteed bonds,
mortgage bonds and bank bonds with an external rating of at least AA– are accepted as collateral for
the reverse repurchase agreements. Restricted bank balances reported total €22,283.5 million (2013:
€16,221.7 million).

20. Equity

Changes in equity are presented in the consolidated statement of changes in equity. As at 31 Decem-
ber 2014, the number of no-par value registered shares of Deutsche Börse AG issued was 193,000,000
(31 December 2013: 193,000,000). Subject to the agreement of the Supervisory Board, the Executive
Board is authorised to increase the subscribed share capital by the following amounts:

Composition of authorised share capital

Date of authori-
sation by the
shareholders

Amount in €

Expiry date

Existing shareholders’ pre-emptive rights may be disapplied for
fractioning and/or may be disapplied if the share issue is:

Authorised share
capital I

Authorised share
capital II

5,200,000 12 May 2011

11 May 2016

27,800,000 27 May 2010

26 May 2015

 against non-cash contributions for the purpose of acquiring
companies, parts of companies, or interests in companies,
or other assets.

 for cash at an issue price not significantly lower than the stock
exchange price up to a maximum amount of 10 per cent of
thenominal capital to issue new shares.

 to employees of the company or affiliated companies with the
meaning of sections 15ff. of the Aktiengesetz (AktG, German
Stock Corporation Act), with the pro rata amount of the share
capital not allowed to exceed €3 million.

 against non-cash contributions for the purpose of acquiring
companies, parts of companies, interests in companies, or
other assets.

Authorised share
capital III

Authorised share
capital IV

19,500,000 27 May 2010

26 May 2015

n.a.

6,000,000 16 May 2012

15 May 2017

 for the issuance of up to 900,000 new shares per year to
Executive Board members and employees of the company
as well as to the management and employees of affiliated
companies within the meaning of sections 15ff. of the AktG.

Services

2014

Responsibility

Governance Management report

Financial statements Notes

Consolidated balance sheet
disclosures

257

Contingent capital

In accordance with the resolution by the Annual General Meeting on 15 May 2014, the Executive Board
was authorised, subject to the approval of the Supervisory Board, to issue on one or more occasions in
the period up to 14 May 2019 convertible bonds and/or bonds with warrants or a combination of such
instruments in a total nominal amount of up to €2,500,000,000 with or without maturity restrictions,
and to grant the holders or creditors of these bonds conversion or option rights to new no-par value re-
gistered shares of Deutsche Börse AG with a proportionate interest in the share capital totalling up to
€19,300,000 as specified in more detail in the terms and conditions of the convertible bonds or in the
terms and conditions of the warrants attaching to the bonds with warrants.

The Executive Board is authorised, subject to the approval of the Supervisory Board, to disapply share-
holders’ pre-emptive rights to bonds with conversion or option rights to shares of Deutsche Börse AG in
the following cases: (i) to eliminate fractions, (ii) if the issue price of a bond does not fall materially short
of the theoretical fair value determined in accordance with recognised financial techniques and the total
number of shares attributable to these bonds does not exceed 10 per cent of the share capital, (iii) to
grant the holders of conversion or option rights to shares of Deutsche Börse AG options as compensation
for dilutive effects to the same extent as they would be entitled to receive after exercising these rights.

The bonds may also be issued by companies based in Germany or abroad that are affiliated with
Deutsche Börse AG within the meaning of sections 15ff. of the Aktiengesetz (AktG, German Stock Corpo-
ration Act). Accordingly, the share capital was contingently increased by up to €19,300,000 (contingent
capital 2014). To date, the authorisation to issue convertible bonds and/or bonds with warrants has
not been exercised.

There were no further subscription rights for shares as at 31 December 2014 or 31 December 2013.

Revaluation surplus

The revaluation surplus results from the revaluation of securities and other current and non-current finan-
cial instruments at their fair value less deferred taxes. This item also includes reserves from an existing
investment in an associate, which were recognised in connection with the acquisition of further shares,
as the company was fully consolidated as of this date. Actuarial gains and losses for defined benefit
obligations are also directly recognised in revaluation surplus.

258

Deutsche Börse Group corporate report 2014

Revaluation surplus

Balance as at 1 Jan 2013 (gross)

Changes from defined benefit obligations

Fair value measurement

Reversal to profit or loss

Balance as at 31 Dec 2013 (gross)

Changes from defined benefit obligations

Fair value measurement

Reclassifications

Reversal to profit or loss

Balance as at 31 Dec 2014 (gross)

Deferred taxes

Balance as at 1 Jan 2013

Additions

Reversals

Balance as at 31 Dec 2013

Additions

Reversals

Balance as at 31 Dec 2014

Balance as at 1 Jan 2013 (net)

Balance as at 31 Dec 2013 (net)

Balance as at 31 Dec 2014 (net)

Accumulated profit

Recognition of hidden
reserves from fair value
measurement
€m

Other equity
investments
(financial assets)
€m

Securities from banking
business (financial
assets)
€m

103.7

1.9

-1.2

0.7

1.0

1.7

-0.5

0.2

-0.3

-0.2

-0.5

1.4

0.4

1.2

-1.7

4.5

2.8

0.9

-0.2

3.5

0.3

-1.4

-1.1

-0.2

-1.3

-1.4

1.7

2.2

The “accumulated profit” item includes exchange rate differences amounting to €166.9 million (2013:
€39.4 million). €171.8 million was added due to currency translation for foreign subsidiaries in the year
under review (2013: withdrawal of €57.4 million) and €44.3 million was withdrawn relating to a net
investment hedge that was used to hedge the net investment in ISE against currency risk (2013: addi-
tions of €14.5 million).

Regulatory capital requirements and regulatory capital ratios

As in the past, Clearstream Banking S.A., Clearstream Banking AG and Eurex Clearing AG, in their
capacity as credit institutions, are subject to solvency supervision by the German or Luxembourg bank-
ing supervisory authorities (Bundesanstalt für Finanzdienstleistungsaufsicht, BaFin, and Commission
de Surveillance du Secteur Financier, CSSF, respectively). The same applies to the Clearstream Holding
group at the level of the supervisory group.

Following the consolidation of European Commodity Clearing AG as at 1 January 2014, a further Group
company, in its capacity as a credit institution under German law, was subject to solvency supervision
by the German banking supervisory authorities in the year under review.

Services

2014

Responsibility

Governance Management report

Financial statements Notes

Consolidated balance sheet
disclosures

259

Other financial
instruments (financial
assets)
€m

Current securities from
banking business
€m

Cash flow hedges
€m

Defined benefit
obligations
€m

-0.4

1.3

0.9

0.2

1.1

-0.3

-0.4

0.9

0.8

0.1

-0.2

-0.1

-0.2

0.2

-0.1

0.1

-0.1

-13.6

0.7

1.2

-11.7

2.7

-9.0

3.6

-0.5

3.1

-0.7

2.4

-10.0

-8.6

-6.6

-107.8

14.2

-93.6

-66.1

-159.7

28.8

-3.8

25.0

17.6

42.6

-79.0

-68.6

-117.1

Total
€m

-17.8

14.2

5.1

1.2

2.7

-66.1

1.9

2.7

-58.8

32.1

0.3

-5.7

26.7

17.6

-1.4

42.9

14.3

29.4

-15.9

Following the authorisation of both Eurex Clearing AG (10 April 2014) and European Commodity Clear-
ing AG (12 June 2014) as central counterparties under the provisions of Regulation (EU) No 648/2012
(EMIR), these companies are now also subject to the capital requirements under Article 16 of EMIR.
Due to further authorisations in accordance with the Kreditwesengesetz (KWG, German Banking Act),
these requirements apply to Eurex Clearing AG in addition to the existing regulations for own funds re-
quirements, and the higher requirement has to be met in each case; for European Commodity Clearing
AG, on the other hand, the EMIR requirements replace the existing requirements. However, since the
EMIR authorisation applies throughout the EU, Eurex Clearing AG lost its status as a Recognised Over-
seas Clearing House (ROCH) in the United Kingdom and the associated capital requirement ceased
to apply.

The EMIR capital requirements for central counterparties are in large part based on the EU own funds
requirements for credit institutions (see below), but the detail differs both in relation to the capital com-
ponents and the capital requirement components and capital deduction items. Moreover, EMIR does
not specify any capital buffers such as those introduced by CRD IV/CRR for banks.

Since 1 January 2014, the capital requirements for credit institutions have been primarily subject to
the EU-wide requirements of Regulation (EU) No 575/2013 (Capital Requirements Regulation, CRR)
as well as the supplementary national regulations implementing the EU Capital Requirements Direc-
tive 2013/36/EU (CRD IV), which implemented the so-called Basel III regulations into European law.

260

Deutsche Börse Group corporate report 2014

Article 4 (3) of the CRR provides that, in principle, these requirements also apply to certain investment
firms. The way these provisions are formulated means that, in principle, the Group’s operators of a mul-
tilateral trading system – Eurex Repo GmbH and Eurex Bonds GmbH – are, as investment firms, also
subject to the (limited) application of the CRR. However, because of their business and the scope of the
authorisation, only certain requirements apply to them. In Germany, yet, the KWG prohibited the appli-
cation of these requirements until the Finanzmarktanpassungsgesetz (German Financial Market Legisla-
tion Amendments Act) entered into force. Since 1 August 2014, the above-mentioned companies have
been subject to the limited and specific capital adequacy requirements in accordance with Article 95
of the CRR.

All companies that are subject to the CRR capital requirements are non-trading-book institutions. Market
price risk positions consist only of a relatively small open foreign currency position. The companies con-
cerned uniformly apply the standardised approach for credit risk. As a result of the specific business of
the credit institutions belonging to the Group, their recognised assets are subject to sharp fluctuations.
This leads to correspondingly volatile solvency ratios at the Clearstream companies. The volatility of the
ratio is subject to major fluctuations on a day-to-day basis in the course of the year. Due to a high de-
gree of collateralised or zero-weighted cash investments, the capital requirements for credit and market
price risks of Eurex Clearing AG and European Commodity Clearing AG are relatively stable despite vola-
tile total assets in the course of the year. The changes in the regulatory framework for banks (Basel III,
Dodd-Frank Act, EMIR) led to a significant increase in the cash collateral deposited by clearing partici-
pants of Eurex Clearing AG in 2014, amid sharp fluctuations. In combination with volatile markets and
the regulation-induced segregation of client collateral from the clearing participants’ own collateral, this
led to greater fluctuation in capital requirements for credit risk at Eurex Clearing AG.

To calculate the operational risk charge, Eurex Clearing AG and European Commodity Clearing AG
use the basic indicator approach, while the Clearstream companies apply the advanced measurement
approach (AMA).

Due to the specific arrangements for the two investment firms, Eurex Repo GmbH and Eurex Bonds
GmbH, no explicit own funds requirements for operational risk are determined in accordance with
Article 95 of the CRR. Instead, the total own funds requirement is determined on the basis of the
higher capital requirement amount for credit and market price risk on the one hand and 25 per cent
of fixed overheads on the other. Since the credit and market price risks are low, the relevant criterion
for both companies is the capital requirement on the basis of fixed costs.

Since the profit participation rights issued by Clearstream Banking S.A. in the past were converted into
share capital and reserves in 2014, none of the Group companies subject to solvency supervision has
material Tier 2 regulatory capital.

A minimum solvency ratio of 8 per cent applies in principle to the credit institutions subject to the
CRR. All credit institutions and groups currently regulated under the CRR (Clearstream Banking S.A.,
Clearstream Banking AG, the Clearstream Holding group and Eurex Clearing AG) have been designated
as systemically important. As a result, CSSF increased the minimum own funds requirements for
Clearstream Banking S.A. to a core Tier 1 ratio of 9 per cent in 2013. Since 2014, CSSF has imposed
a standard capital conservation buffer of 2.5 per cent of common equity on all Luxembourgian credit
institutions; this arrangement represents a departure from the transitional provisions of CRD IV. This
means that the minimum solvency ratio is 10.5 per cent. In return, the previous higher core Tier 1 ratio
no longer applies to Clearstream Banking S.A. CRD IV introduced various capital buffers, which the
supervised (credit) institutions generally have to meet over and above the minimum solvency ratio of

Services

2014

Responsibility

Governance Management report

Financial statements Notes

Consolidated balance sheet
disclosures

261

8 per cent, although they may temporarily fall below these levels. These buffers are being introduced in
stages, depending on the economic environment and systemic risk components. Apart from the buffer
imposed by CSSF on all Luxembourgian credit institutions, the Group’s regulated companies were not
subject to any CRD IV capital buffers in 2014.

The individual companies’ capital resources sufficiently reflect the fluctuation in risk-weighted assets.
Stress considerations are used to determine the capital required for expected peaks and additional re-
serves for unexpected events are added. In addition, buffers are taken into account that cover the recov-
ery indicators specified in the recovery plans and thus prevent recovery scenarios from being triggered
even for peak own funds and capital requirements. The own funds and capital requirements determined
in this way will be met on the basis of medium-term capital planning. As the actual own funds and
capital requirements are below the expected peaks – significantly so under normal circumstances – this
may lead to a very high solvency ratio or EMIR capital cover, especially at the closing date.

The capital requirements of the Clearstream companies rose slightly in the year under review. This was
mainly driven by further increases in capital requirements for operational risk combined with simultane-
ously lowered capital requirements for credit and market price risk. The increased capital requirements
for operational risk are in turn largely the result of annually updated risk scenarios and, in particular,
further refinements of the risk scenarios for legal and compliance risks, which reflect the increased expo-
sure in this area in the banking sector. Moreover, the updated risk allocation led to increased capital
requirements for operational risk at Clearstream Banking AG, while the corresponding capital charge at
Clearstream Banking S.A. has declined slightly. As a result of regulatory changes (introduction of the
liquidity coverage ratio as well as amended large exposure rules), Clearstream Banking AG’s euro- and
US dollar-denominated cash investment receivables from Clearstream Banking S.A. are largely invested
on a collateralised basis. This has led to a significant reduction in capital requirements for credit risk at
Clearstream Banking AG. Due to closing date effects, customer balances, especially those denominated
in US dollars and euros, declined significantly compared with the end of 2012, resulting in lower bal-
ances on the nostro accounts and consequently lower capital requirements for credit risk.

The Clearstream Holding group already responded to the increased own funds requirements in the past
by launching a programme to strengthen its capital base; this programme continued in 2014. Further
measures are planned for the coming years in the context of medium-term capital planning. In 2014,
the Group’s capital base was boosted by retaining profits, especially at Clearstream Banking S.A. and
Clearstream International S.A. The capital base of Clearstream Banking S.A. was strengthened by con-
verting the existing profit participation capital into share capital and reserves and by making further
additional contributions to reserves. In 2014, the acquisition of Citco’s hedge fund settlement business
had a negative impact on the capital base of both the Group and Clearstream Banking S.A. because large
amounts of intangible assets were acquired in the process. The capital base of Clearstream Banking AG
was increased through contributions to reserves. In spite of the increased capital requirements, these
capitalisation measures currently ensure solvency ratios of more than 20 per cent.

In the medium to long term, the Clearstream Holding group expects a moderate increase in own funds
requirements to arise at supervisory group level from the CRD IV capital buffers, which are being in-
creased in stages, the designation as systemically important institutions and the future CSD regulation.
The following factors may lead to additional capital requirements in the future:

262

Deutsche Börse Group corporate report 2014

 the ongoing debate about the capital requirements of systemically important institutions (banks and

financial market infrastructures)

 the introduction of minimum requirements for equity and eligible liabilities (MREL) as a result of

Directive 2014/59/EU – Banking Recovery and Resolution Directive (BRRD) – and its German imple-
mentation via the Sanierungs- und Abwicklungsgesetz (SAG, German Recovery and Resolution Act),
which entered into force on 1 January 2015 and refers to this concept as “Mindestbeitrag berück-
sichtigungsfähiger Verbindlichkeiten” (minimum requirement for eligible liabilities), and the implement-
ation of a comparable international concept, total loss absorbance capacity (TLAC), of the Financial
Stability Board.

Eurex Clearing AG’s own funds requirements rose only slightly compared with the previous year, mainly
as a result of a slight structural increase in own funds requirements for credit and market price risk and
a slight reduction in own funds requirements in relation to operational risk.

Eurex Clearing AG’s internal risk model assumes higher capital requirements for operational risk than
does the accounting-based basic indicator approach in accordance with regulatory requirements. For this
reason, Eurex Clearing AG has always maintained a capital buffer for these types of risk over and above
the minimum regulatory requirements. In light of this, the banking supervisory authorities encouraged
Eurex Clearing AG in 2011 to expand the basis for calculating its regulatory capital requirements to
include an adequate clearing portion of the fees collected for the account of the operating companies.
The capital requirements for operational risk are calculated once a year on the basis of a three-year
average of historical income, including the assumed clearing fees, and are therefore not subject to daily
fluctuations. Compliance with the minimum supervisory ratio is maintained at all times due to the suffi-
cient capital buffer for uncollateralised cash investments.

Eurex Clearing AG increased its capital base significantly in 2013/2014 in anticipation of the EMIR
authorisation and added another €40 million after the authorisation had been granted. For this reason,
Eurex Clearing AG does not currently expect the CRD IV capital buffers to have any material impact on
its capital requirements. Independently of this, the capital resources of Eurex Clearing AG are reviewed
on an ongoing basis and monitored as part of medium-term capital planning. Further gradual contribu-
tions to capital are planned for the coming years.

Composition of own funds requirements

Own funds requirements
for operational risk

Own funds requirements for
credit and market price risk

Total capital requirements

31 Dec 2014
€m

31 Dec 2013
€m

31 Dec 2014
€m

31 Dec 2013
€m

31 Dec 2014
€m

31 Dec 2013
€m

Clearstream Holding group

312.9

289.6

Clearstream Banking S.A.

Clearstream Banking AG

215.9

97.0

223.0

74.7

Eurex Clearing AG

69.8

71.2

46.4

45.7

4.0

12.4

49.0

359.3

338.6

46.2

23.1

261.6

101.0

269.2

97.8

7.3

82.2

78.5

European Commodity
Clearing AG

3.7

3.3

0.6

0.4

4.3

3.7

Services

2014

Responsibility

Governance Management report

Financial statements Notes

Consolidated balance sheet
disclosures

263

Regulatory capital ratios

Own funds requirements

Regulatory equity

Solvency ratio

31 Dec 2014
€m

31 Dec 2013
€m

31 Dec 2014
€m

31 Dec 2013
€m

31 Dec 2014
%

31 Dec 2013
%

Clearstream Holding group

359.3

338.6

1,079.7

1,116.6

24.0

26.4

Clearstream Banking S.A.

Clearstream Banking AG

261.6

101.0

269.2

97.8

876.6

248.7

801.3

217.9

26.8

19.7

23.8

17.8

Eurex Clearing AG

82.2

78.5

289.4

249.4

28.2

25.4

European Commodity
Clearing AG

3.7

37.9

81.2

The capital requirements under Article 16 of EMIR do not stipulate a specific ratio. Instead, the total
amount of share capital, retained earnings and reserves, less certain items (including the central coun-
terparty’s own contribution to the default fund), is compared with the capital requirements. This total
has to be at least equal to these requirements. In other words, EMIR requires a capital cover of at least
100 per cent. A reporting requirement to the competent authority – in this case BaFin – is triggered
when this ratio falls below 110 per cent.

The capital resources of European Commodity Clearing AG are currently well above the regulatory re-
quirements. Similar to the other companies, its capital resources are reviewed on an ongoing basis.
Depending on future business performance, and in particular on changes in the regulatory framework,
the capital resources may be adjusted, although there are no plans for this at present.

Capital adequacy requirements under EMIR

Own funds requirements for operational, credit and market risk

Other EMIR capital requirements

Total EMIR capital requirements under Article 16 of EMIR

Equity

Own contribution to default fund

EMIR capital adequacy ratio

Eurex Clearing AG

European Commodity Clearing AG

31 Dec 2014
€m

31 Dec 2013
€m

31 Dec 2014
€m

31 Dec 2013
€m

82.2

74.9

157.1

289.8

-50.0

239.8

n.a.

4.3

12.5

16.8

39.9

-4.8

35.1

n.a.

The capital requirements for Deutsche Börse Group’s two investment firms first entered into force in 2014.

The capitalisation of Eurex Bonds GmbH significantly exceeded the CRR requirements. Due to the profits
expected to be retained in future, the capital resources of Eurex Bonds GmbH will increase gradually in

264

Deutsche Börse Group corporate report 2014

the coming years. However, if costs remain more or less stable and the capital requirements for credit
and market price risk are low, the capital requirements are expected to remain virtually unchanged.

Since Eurex Repo GmbH transfers its earnings to Eurex Frankfurt AG under a profit and loss transfer
agreement, there was no need in the past to maintain a strong capital base. The implementation of the
CRR requirements for Eurex Repo GmbH therefore required a contribution to the share premium account.
Depending on the future prudential treatment of expenses from profit transfers as well as future business
performance, further contributions to capital may be necessary to a limited extent.

Composition of own funds/capital requirements

Own funds requirements for
credit and market price risk

Own funds requirements on
the basis of fixed overheads

Own funds requirements
to be met

31 Dec 2014
€m

31 Dec 2013
€m

31 Dec 2014
€m

31 Dec 2013
€m

31 Dec 2014
€m

31 Dec 2013
€m

Eurex Bonds GmbH

Eurex Repo GmbH

0.2

0.4

n.a.

0.5

0.7

n.a.

0.5

0.7

n.a.

Compliance with own funds requirements

Own funds requirements

Regulatory equity

Equity ratio

31 Dec 2014
€m

31 Dec 2013
€m

31 Dec 2014
€m

31 Dec 2013
€m

31 Dec 2014
%

31 Dec 2013
%

Eurex Bonds GmbH

Eurex Repo GmbH

0.5

0.7

n.a.

8.2

2.6

n.a.

1,640.0

371.4

n.a.

In general, the regulatory minimum requirements were complied with at all times by all companies
during the year under review and in the period up to the preparation of the consolidated financial state-
ments. Due to the change in the behaviour of clearing participants triggered by regulatory changes as
well as tighter markets for collateralised cash investments in US dollars as at the end of the quarter, the
large exposure limits for prime counterparties were temporarily exceeded at Eurex Clearing AG on a few
occasions in 2014. Eurex Clearing AG initiated and implemented comprehensive measures to avoid a
repeat of such breaches in the future. It is working on further initiatives to enhance diversification and
risk mitigation for investments of US dollars, as well as pound sterling.

Services

2014

Responsibility

Governance Management report

Financial statements Notes

Consolidated balance sheet
disclosures

265

21. Shareholders’ equity and appropriation of net profit of Deutsche Börse AG

The annual financial statements of the parent company Deutsche Börse AG, prepared as at 31 Decem-
ber 2014 in accordance with the provisions of the Handelsgesetzbuch (HGB, the German Commercial
Code), report net profit for the year of €423.1 million (2013: €412.8 million) and shareholders’ equity
of €2,370.3 million (2013: €2,329.8 million). In 2014, Deutsche Börse AG distributed €386.6 mil-
lion (€2.10 per eligible share) from the unappropriated surplus of the previous year.

Net income for the year 2014 is at the same level as last year.

Proposal on the appropriation of the unappropriated surplus

Net profit for the year

Appropriation to other retained earnings in the annual financial statements

Unappropriated surplus

Proposal by the Executive Board:

Distribution of a regular dividend to the shareholders of €2.10 per share for 184,186,855 no-par value shares
carrying dividend rights

Appropriation to retained earnings

No-par value shares carrying dividend rights

Number of shares issued as at 31 December 2014

Number of shares acquired under the share buy-back programme up to the balance sheet date

Number of shares outstanding as at 31 December 2014

31 Dec 2014
€m

423.1

-23.1

400.0

386.8

13.2

Number

193,000,000

-8,813,145

184,186,855

The proposal on the appropriation of the unappropriated surplus reflects treasury shares held directly or
indirectly by the company that are not eligible to receive dividends under section 71b of the Aktiengesetz
(AktG, the German Stock Corporation Act). The number of shares eligible to receive dividends can
change until the Annual General Meeting through the repurchase or sale of further treasury shares. In
this case, without changing the dividend of €2.10 per eligible share, an amended resolution for the
appropriation of the unappropriated surplus will be proposed to the Annual General Meeting.

266

Deutsche Börse Group corporate report 2014

22. Provisions for pensions and other employee benefits

Defined benefit pension plans

The defined benefit obligations of the companies of Deutsche Börse Group relate primarily to final salary
arrangements and pension plans based on capital components, which guarantee employees a choice of
either lifelong pensions or capital payments on the basis of the final salary paid. In Switzerland, there
are guaranteed defined contribution plans. Deutsche Börse Group uses external trust solutions to cover
some of its pension obligations.

Net liability of defined benefit obligations

Germany
€m

Luxembourg
€m

Present value of the defined benefit obligations
that are at least partly financed in advance

Fair value of plan assets

Funded status

Present value of unfunded obligations

Net liability of defined benefit obligations

Impact of minimum funding requirement/
asset ceilling

Amount recognised in the balance sheet

345.5

-225.2

120.3

2.3

122.6

64.1

-44.6

19.5

0.7

20.2

Other
€m

17.4

-14.6

2.8

Total
31 Dec 2014
€m

Total
31 Dec 2013
€m

427.0

-284.4

142.6

3.0

145.6

341.2

-263.4

77.8

2.4

80.2

The defined benefit plans comprise a total of 2,509 (2013: 2,435) beneficiaries. The present value of
the defined benefit obligations can be broken down on the beneficiaries as follows:

Breakdown of stakeholders

Candidates

Former employees with vested entitlements

Pensioners or surviving dependents

Germany
€m

Luxembourg
€m

157.7

106.1

84.0

347.8

63.8

0.3

0.7

64.8

Other
€m

17.1

0.3

17.4

Total
31 Dec 2014
€m

Total
31 Dec 2013
€m

238.6

106.7

84.7

430.0

194.4

94.4

54.8

343.6

Services

2014

Responsibility

Governance Management report

Financial statements Notes

Consolidated balance sheet
disclosures

267

The following retirement benefit plans exist to provide retirement benefits:

Executive boards of Group companies (Germany and Luxembourg)
Individual commitment plans exist for members of the executive boards of Group companies; they are
based on the plan for senior executives described in the next but one paragraph, i.e. in each calendar
year the company provides an annual contribution to a capital component calculated in accordance with
actuarial principles. The benefit assets equal the total of the acquired capital components of the individ-
ual years and are converted into a lifelong pension once the benefits fall due. In addition, retirement
benefit agreements are in place with members of the executive boards of Group companies, under which
they are entitled to pension benefits on reaching the age of 63 and following reappointment. When the
term of office began, the replacement rate was 30 per cent of individual pensionable income. It rose by
five percentage points with each reappointment, up to a maximum of 50 per cent of pensionable income.
Details of the pension commitments for members of Deutsche Börse AG’s Executive Board can be found
in the

remuneration report.

Germany
There has been an employee-financed deferred compensation plan for employees of Deutsche Börse
Group in Germany since 1 July 1999. This plan gives employees the opportunity to convert parts of
their future remuneration entitlements into benefit assets of equal value. The benefits consist of a capital
payment on reaching the age of 65 or earlier, if applicable, in the case of disability or death; when due,
the payment is made in equal annual payments over a period of three years. The benefit assets earn
interest at a rate of 6 per cent p.a. As a rule, new commitments are entered into on the basis of this
deferred compensation plan; employees with pension commitments under retirement benefit arrange-
ments in force before 1 July 1999 were given an option to participate in the deferred compensation
plan by converting their existing pension rights.

In the period from 1 January 2004 to 30 June 2006, senior executives in Germany were offered the
opportunity to participate in the following pension system based on capital components: the benefit is
based on annual income received, composed of fixed annual salary and the variable remuneration. Every
year, participating Group companies provide for an amount that corresponds to a certain percentage of
the pensionable income. This amount is multiplied by a capitalisation factor depending on age, resulting
in the “annual capital component”. The benefit assets equal the total of the acquired capital components
of the individual years and are converted into a lifelong pension once the benefits fall due. This benefit
plan was closed to new staff on 30 June 2006; the senior executives who were employed in the above
period can continue to earn capital components.

As part of adjustments to the remuneration systems to bring them into line with supervisory require-
ments (see
companies and senior executives are currently being revised; this process primarily affects the calcula-
tion of the capital components.

note 39 for detailed information) contracts with members of the executive boards of Group

268

Deutsche Börse Group corporate report 2014

Luxembourg
The employees of the Clearstream subgroup in Luxembourg participate in separate defined benefit pen-
sion plans. The defined benefit pension plan in favour of Luxembourg employees of Clearstream Inter-
national S.A., Clearstream Banking S.A. and Clearstream Services S.A. is funded by means of cash con-
tributions to an “association d’épargne pension” (ASSEP) organised in accordance with Luxembourg law.
The benefits consist of a one-off capital payment, which is generally paid on reaching the age of 65. The
benefit plan does not cover disability or death in service. Contributions to the “association d’épargne
pension” are funded in full by the participating companies. The contributions are determined annually
on the basis of actuarial reports and the amount of the obligation is calculated in accordance with Lux-
embourg law.

Switzerland
The employees of STOXX Ltd. participate in a separate defined benefit pension plan. They are insured by
a pension fund of SIX Swiss Exchange AG at PREVAS Sammelstiftung, Zurich.

Since 2012, there have been a separate pension plan (basic pension plan) and a supplementary bene-
fits plan (bonus plan) for employees of Eurex Zürich AG and Eurex Global Derivatives AG; both plans
are based on insurance policies and, in addition to retirement benefits, comprise disability benefits and
dependants’ pensions. The contributions to the basic pension plan are paid by the employee and the
employer, based on progressive percentages of the insured wage (annual wage less coordination de-
duction). For the bonus plan, the contributions are determined as a percentage of the bonus; it is also
funded by contributions from employees and the employer. The retirement age is 65. The beneficiaries
can choose between pension payments and a one-off payment.

Services

2014

Responsibility

Governance Management report

Financial statements Notes

Consolidated balance sheet
disclosures

269

The present value of defined benefit obligations can be reconciled as follows with the provisions shown
in the consolidated balance sheet:

Changes in net defined benefit obligations

Balance as at 1 Jan 2013

328.2

-233.4

Present value
of obligations
€m

Fair value of
plan assets
€m

Acquisitions through business combinations

Current service cost

Interest expense/(income)

Remeasurements

Return on plan assets, excluding amounts
already recognised in interest income

Losses from changes in demographic
assumptions

Losses from changes in financial assumptions

Experience gains

Change in asset ceilling, excluding amounts
included in interest expense

Effect of exchange rate differences

Contributions:

Employers

Plan participants

Benefit payments

Balance as at 31 Dec 2013

Acquisitions through business combinations

Current service cost

Interest expense/(income)

Past service cost and gains and losses on
settlements

Remeasurements

Return on plan assets, excluding amounts
already recognised in interest income

Losses from changes in demographic
assumptions

Losses from changes in financial assumptions

Experience gains

Change in asset ceilling, excluding amounts
included in interest expense

Effect of exchange rate differences

Contributions:

Employers

Plan participants

Benefit payments

Balance as at 31 Dec 2014

1) Thereof €0.3 million under non-controlling interests

0.3

17.1

11.0

28.1

–

3.2

5.4

-11.9

–

-3.3

-0.2

–

0.8

-10.3

343.6

0.3

16.2

11.3

-0.2

27.3

–

-8.6

-10.4

–

-10.4

–

-20.5

-0.8

10.3

-263.4

-0.3

–

-8.8

–

-8.8

–

-1.9

-1.3

76.6

-7.0

–

68.3

0.2

–

0.8

-10.5

430.0

–

-1.9

-0.1

-19.5

-0.8

10.4

-284.4

Impact of mini-
mum funding
requirement/
asset ceilling
€m

0.6

–

-0.6

–

Total
€m

94.8

0.3

17.1

2.4

19.5

-10.4

3.2

5.4

-11.9

-13.7

-0.2

-20.5

80.2

16.2

2.5

-0.2

18.5

-1.9

-1.3

76.6

-7.0

66.4

0.1

-19.5

-0.1

145.6

Total
€m

95.4

0.3

17.1

2.4

19.5

-10.4

3.2

5.4

-11.9

-0.6

-14.3

-0.2

-20.5

80.2

16.2

2.5

-0.2

18.5

-1.9

-1.3

76.6

-7.0

66.41)

0.1

-19.5

-0.1

145.6

270

Deutsche Börse Group corporate report 2014

In financial year 2014, employees converted a total of €3.6 million (2013: €3.3 million) of their
variable remuneration into deferred compensation benefits.

Assumptions
Provisions for pension plans and other employee benefits are measured annually at the balance sheet
date using actuarial methods. The assumptions for determining the actuarial obligations for the pension
plans differ according to the individual conditions in the countries concerned and are as follows:

Actuarial assumptions

31 Dec 2014

31 Dec 2013

Discount rate

Salary growth

Pension growth

Staff turnover rate

Germany
%

Luxembourg
%

Switzerland
%

Germany
%

Luxembourg
%

Switzerland
%

2.15

3.50

2.00

2.001)

2.15

3.50

2.00– 2.25

2.001)

1.10

1.00

n.a.2)

3.40

3.50

2.00

2.001)

3.40

3.50

2.00– 2.25

2.001)

2.00

1.00

n.a.2)

1) Up to the age of 50, afterwards 0.00 per cent
2) Staff turnover rate in accordance with the Bundesgesetz über die berufliche Alters-, Hinterlassenen- und Invalidenvorsorge (BVG, Swiss Federal Occupational

Retirement, Survivors’ and Disability Pension Plans Act)

In Germany, the “2005 G” mortality tables (generation tables) developed by Prof Dr Klaus Heubeck are
used in a modified version. For Luxembourg, generation tables of the Institut national de la statistique
et des études économiques du Grand-Duché du Luxembourg are used. For Switzerland, the BVG 2010
generation tables are used.

Sensitivity analysis
The sensitivity analysis presented in the following considers the change in one assumption at a time,
leaving the other assumptions unchanged from the original calculation, i.e. possible correlation effects
between the individual assumptions are not taken into account.

Sensitivity of defined benefit obligation to change in the weighted principal assumptions

Change in actuarial assumption

Impact on defined benefit
obligation

Present value of the obligation1)

Discount rate

Increase by 1.0 percentage point

Salary growth

Increase by 0.5 percentage points

Reduction by 1.0 percentage point

Pension growth

Increase by 0.5 percentage points

Reduction by 0.5 percentage points

Life expectancy

Reduction by 0.5 percentage points

Increase by one year

Reduction by one year

2014
defined benefit
obligation
€m

430.0

364.5

500.5

441.1

416.4

455.1

420.6

440.8

419.3

2013
defined benefit
obligation
€m

343.6

293.5

406.9

354.4

335.1

358.0

336.1

351.7

335.3

Change
%

–

-15.2

16.4

2.6

-3.2

5.8

-2.2

2.5

-2.5

Change
%

–

-14.6

18.4

3.2

-2.5

4.2

-2.2

2.3

-2.4

1) Present value of the obligations using assumptions in accordance with the

table “actuarial assumptions”

Services

2014

Responsibility

Governance Management report

Financial statements Notes

Consolidated balance sheet
disclosures

271

Composition of plan assets
Germany
In Germany, the plan assets are held by a trustee in safekeeping for individual companies of Deutsche
Börse Group and for the beneficiaries: at the company’s instruction, the trustee uses the funds trans-
ferred to acquire securities, without any consulting on the part of the trustee. The contributions are in-
vested in accordance with an investment policy, which may be amended by the companies represented
in the investment committee in agreement with the other members. The trustee may refuse to carry out
instructions if they are in conflict with the fund’s allocation rules or the payment provisions. In accord-
ance with the investment policy, an absolute return approach is pursued including a value preservation
mechanism; investments can be made in different asset classes.

Luxembourg
In Luxembourg, the Board of Directors of the Clearstream Pension Fund is responsible for determining
the investment strategy, with the aim of maximising returns in relation to a benchmark. This benchmark
is derived up to 75 per cent from the return on five-year German federal government bonds and up to
25 per cent the return on the EURO STOXX 50 Index. According to the investment policy, the fund may
only invest in fixed-income securities and securities at variable interest rates, listed investment fund
units, and it may hold cash, also in form of money market fonds.

Switzerland
Since 2012, the assets of the pension funds of Eurex Zürich AG and Eurex Global Derivatives AG have
been invested with AXA Stiftung Berufliche Vorsorge and are therefore reported under “qualifying in-
surance policies”. Likewise, the plan assets of STOXX Ltd. managed by PREVAS Sammelstiftung are
reported under the position “qualifying insurance policies”.

272

Deutsche Börse Group corporate report 2014

Overview on plan assets

Equity instruments – Europe

Financial institutions

Manufacturing and Industrial

Energy and commodities

Technology companies

Other

Equity instruments – other

Financial institutions

Manufacturing and Industrial

Energy and commodities

Technology companies

Other

Bonds

Government bonds

Corporate bonds

Derivatives

Stock index futures

Interest rate futures

Property

Europe

Other

Investment funds

Other

Total listed

Qualifying insurance policies

Cash

Other

Total not listed

Total plan assets

31 Dec 2014

31 Dec 2013

€m

1.0

0.2

0.1

0.5

1.0

0.2

0.1

0.2

0.3

247.4

243.1

4.3

2.7

1.8

0.9

1.0

0.9

0.1

8.8

0.3

262.2

7.9

14.2

0.1

22.2

0.4

86.9

0.9

0.4

3.1

0.1

92.2

2.8

5.0

7.8

284.4

100.0

€m

60.8

11.6

14.4

6.6

4.7

23.5

0.6

0.1

0.2

165.8

163.5

2.3

0.8

0.7

0.1

18.0

0.1

246.9

7.7

8.6

0.2

16.5

263.4

23.1

0.2

63.0

0.3

6.8

93.7

2.9

3.3

0.1

6.3

100.0

As at 31 December 2014, plan assets included no financial instruments of the Group (2013:
€0.1 million). They did not include any property occupied or other assets used by the Group.

Risks
In addition to the general actuarial risks, the risks associated with the defined benefit obligations relate
especially to financial risks in connection with the plan assets, including in particular counterparty credit
and market price risks.

Market price risk
The return on plan assets is assumed to be the discount rate determined on the basis of corporate bonds
with an AA rating. If the actual rate of return on plan assets is lower than the discount rate used, the net
defined benefit liability increases accordingly. At a lower volatility, the actual return is further expected to
exceed the return on corporate bonds with a good credit in the medium to long term.

Services

2014

Responsibility

Governance Management report

Financial statements Notes

Consolidated balance sheet
disclosures

273

Deutsche Börse Group considers the share price risk resulting from the equity ratio of the plan assets
to be appropriate. The company bases its assessment on the expectation that the overall volume of pay-
ments from the pension plans will be manageable in the next few years, that the total amount of the
obligations will also be manageable and that it will be able to meet these payments in full from operating
cash flows. Any amendments to the investment policy take into account the duration of the pension
obligation as well as the expected payments over a period of ten years.

Moreover, the level of the net liability is influenced by the discount rates in particular, whereby the cur-
rent low interest rates contribute to a relatively high net liability. A continued decline in returns on corpo-
rate bonds will lead to a further increase in defined benefit obligations, which can be only partially offset
by the positive development of the fair values of the corporate bonds included in the plan assets.

Inflation risk
Possible inflation risks that could lead to an increase in defined benefit obligations exist because some
pension plans or the annual capital components are directly related to the salaries, i.e. a significant
increase in salaries would lead to an increase in the benefit obligation from the plans. In Germany,
however, there are no contractual arrangements with regard to inflation risk for these pension plans.
An interest rate of 6 per cent p.a. has been agreed for the employee-financed deferred compensation
plan; the plan does not include any arrangements for inflation, so that it has to be assumed that there
will be little incentive for employees to contribute to the deferred compensation plan in times of rising
inflation.

In Luxembourg, salaries are adjusted for the effects of inflation on the basis of a consumer price index
no more than once a year; this adjustment leads to a corresponding increase in the benefit obligation
from the pension plan. Since the obligation will be met in the form of a capital payment, there will be
no inflation-linked effects once the beneficiary reaches retirement age.

In Switzerland, the benefit plans at AXA Stiftung Berufliche Vorsorge and PREVAS Sammelstiftung include
the provision that the board of the foundation decides annually whether the retirement pensions will
be adjusted to price trends. The decision takes into account in particular the financial capability of the
foundation. There are no arrangements for automatic adjustments to price increases over and above
the legal requirements that apply to certain surviving dependants’ and disability pensions.

Duration and expected maturities of the pension obligations
The weighted duration of the pension obligations was 17.08 years as at 31 December 2014.

Expected maturities of undiscounted pension payments

Less than 1 year

Between 1 and 2 years

Between 2 and 5 years

More than 5 years up to 10 years

Total

1) The expected payments in CHF were translated into euros at the respective closing rate on 31 December.

Expected
pension
payments1)
31 Dec 2014
€m

Expected
pension
payments1)
31 Dec 2013
€m

10.9

13.4

43.0

75.9

8.7

9.1

37.3

72.1

143.2

127.2

274

Deutsche Börse Group corporate report 2014

The expected costs of defined benefit plans amount to approximately €22.8 million for the 2015
financial year, including net interest expense.

Defined contribution pension plans

In the year under review, the costs of defined contribution plans amounted to €30.4 million
(2013: €27.7 million).

23. Changes in other provisions

Changes in other provisions

Recourse and
litigation risks
€m

Restructuring and
efficiency measures
€m

Interest on taxes
€m

Stock Bonus Plan
€m

Balance as at 1 Jan 2014

Acquisitions through business combinations

Reclassification

Utilisation

Reversal

Additions

Currency translation

Interest

Balance as at 31 Dec 2014

117.9

0.3

-1.0

-114.6

-2.2

4.1

4.5

95.3

0.1

-18.5

-9.8

6.6

0.1

5.3

79.1

49.1

-2.0

-0.2

6.0

52.9

18.2

-10.2

9.1

17.1

The “other personnel provisions” item as at 31 December 2014 included personnel-related provisions
of €5.7 million (2013: €5.4 million) for jubilees, €1.4 million (2013: €2.6 million) for other personnel
costs and €0.9 million (2013: €1.2 million) for early retirement benefits. The “miscellaneous” item
includes provisions for contingent losses of €5.8 million (2013: €9.2 million) and provisions for rent
and service costs of €1.9 million (2013: €1.9 million).

Services

2014

Responsibility

Governance Management report

Financial statements Notes

Consolidated balance sheet
disclosures

275

Bonuses
€m

Operational claims
€m

Pension obligations
to IHK
€m

Other personnel
provisions
€m

Miscellaneous
€m

10.8

3.6

-9.8

-0.4

14.1

1.1

19.4

10.6

-0.2

-3.2

8.3

15.5

9.5

0.1

0.7

10.3

9.2

-0.5

-1.4

-1.0

1.3

0.4

8.0

16.4

1.3

-0.2

-6.4

-2.4

2.8

0.2

11.7

Total
€m

337.0

5.2

-1.6

-163.1

-19.2

52.4

1.4

6.4

218.5

276

Deutsche Börse Group corporate report 2014

24. Other non-current provisions

Other non-current provisions have more than one year to maturity.

Composition of other non-current provisions

Restructuring and efficiency measures

Pension obligations to IHK1)

Stock Bonus Plan

Bonuses

Jubilees

Anticipated losses

Early retirement

Other

Total

thereof with remaining maturity between 1 and 5 years

thereof with remaining maturity of more than 5 years

1) IHK = Industrie- und Handelskammer Frankfurt am Main (the Frankfurt/Main Chamber of Industry and Commerce)

31 Dec 2014
€m

31 Dec 2013
€m

72.7

10.3

7.7

7.3

5.7

5.2

0.9

0.7

110.5

79.9

30.6

78.8

9.5

8.0

4.4

5.4

5.9

1.2

113.2

78.5

34.7

Provisions for restructuring and efficiency measures include provisions amounting to €5.3 million (2013:
€7.2 million) for the restructuring and efficiency programme resolved in September 2007 as well as
€24.4 million (2013: €28.9 million) for the programme resolved in 2010 to increase operational per-
formance and €43.0 million (2013: €42.7 million) for the programme resolved in 2013 to improve the
cost structures and operational processes in order to adapt to a permanently changed business environ-
“Internal management –
ment. For more details on the restructuring and efficiency programmes see
Control systems” section in the combined management report.

Provisions for pension obligations to the Industrie- und Handelskammer (IHK, the Chamber of Com-
merce) are recognised on the basis of the number of eligible employees.

For details on the Stock Bonus Plan, see

note 39.

25. Liabilities

The euro and US dollar bonds issued by Deutsche Börse Group have a carrying amount of
€1,568.3 million (2013: €1,521.9 million) and a fair value of €1,688.4 million (2013:
€1,551.8 million). Of this amount, €1,428.5 million (2013: €1,521.9 million) are reported
under “interest-bearing liabilities”, while the bonds that will mature in financial year 2015 in
the amount of €139.8 million (2013: nil) are reported under “other current liabilities”.

The financial liabilities recognised in the balance sheet were not secured by liens or similar rights,
neither as at 31 December 2014 nor as at 31 December 2013.

Services

2014

Responsibility

Governance Management report

Financial statements Notes

Consolidated balance sheet
disclosures

277

26. Tax provisions

Composition of tax provisions

Balance as at 1 Jan 2014

Acquisitions through business combinations

Reclassification

Utilisation

Reversal

Additions

Currency translation

Interest

Balance as at 31 Dec 2014

Income taxes:
current year
€m

Income taxes:
previous years
€m

Other taxes
€m

0.9

-0.1

69.6

70.4

216.4

14.8

-75.1

1.1

5.5

162.7

50.4

-0.1

-2.6

-3.4

5.3

49.6

Total
€m

266.8

0.9

14.7

-77.7

-3.5

76.0

5.5

282.7

Tax provisions of €150.0 million have an estimated remaining maturity of more than one year.

27. Other current provisions

Composition of other current provisions

Recourse and litigation risks

Interest on taxes

Claims for damages

Bonuses

Stock Bonus Plan

Restructuring and efficiency measures

Rent and incidental rental costs

Personnel expenses

Anticipated losses

Miscellaneous

Total

31 Dec 2014
€m
4.5
52.9
15.5
12.1
9.4
6.4
1.9
1.4
0.6
3.4

31 Dec 2013
€m
117.91)
49.1
10.6
6.3
10.2
16.5
1.9
2.5
3.3
5.3

108.1

223.6

1) Including €110.3 million (US$151.9 million) for the settlement with the U.S. Office of Foreign Assets Control (OFAC).

Restructuring and efficiency measures include provisions amounting to €0.1 million (2013: €0.4 mil-
lion) for the restructuring and efficiency programme resolved in 2007, and €6.3 million (2013:
€14.0 million) for the programme resolved in 2013 to improve the cost structures and operational
processes in order to adapt to a permanently changed business environment. No provisions were in
cluded for the operating efficiency programme resolved in 2010 (2013: €1.6 million). For details
see

“Internal management” section of the combined management report.

For details on share-based payments, see
see

note 24.

note 39. For details on non-current anticipated losses,

278

Deutsche Börse Group corporate report 2014

28. Liabilities from banking business

The liabilities from banking business are attributable solely to the Clearstream subgroup.

Composition of liabilities from banking business

Customer deposits from securities settlement business

Issued commercial paper

Overdrafts on nostro accounts

Money market lendings

Forward foreign exchange transactions – held for trading

Interest liabilities

Total

Remaining maturity of liabilities from banking business

Not more than 3 months

More than 3 months but not more than 1 year

Total

31 Dec 2014
€m

31 Dec 2013
€m

11,121.1

193.2

130.0

42.3

0.5

9,475.7

194.1

30.8

8.1

16.5

0.1

11,487.1

9,725.3

31 Dec 2014
€m

31 Dec 2013
€m

11,392.6

9,725.3

94.5

11,487.1

9,725.3

Services

2014

Responsibility

Governance Management report

Financial statements Notes

Consolidated balance sheet
disclosures

279

29. Cash deposits by market participants

Composition of cash deposits by market participants

Liabilities from margin payments to Eurex Clearing AG by members

Liabilities from margin payments to European Commodity Clearing AG by members

Liabilities from cash deposits by participants in equity trading

Total

30. Other current liabilities

Composition of other current liabilities

Liabilities from CCP positions

Liabilities from repayment of US dollar bonds1)

Issued commercial paper

Special payments and bonuses

Tax liabilities (excluding income taxes)

Vacation entitlements, flexitime and overtime credits

Interest payable

Debitors with credit balances

Derivatives

Liabilities as part of social security

Liabilities to supervisory bodies

Miscellaneous

Total

1) For detailed information see

note 25.

31 Dec 2014
€m

31 Dec 2013
€m

21,594.1

16,217.7

684.0

4.3

4.0

22,282.4

16,221.7

31 Dec 2014
€m

31 Dec 2013
€m

452.5

139.8

60.0

44.3

36.8

19.0

9.7

7.5

5.9

3.2

3.1

26.0

807.8

176.9

100.0

39.2

30.5

16.7

9.6

6.5

6.1

4.2

2.2

20.2

412.1

280

Deutsche Börse Group corporate report 2014

31. Maturity analysis of financial instruments

Underlying contractual maturities of the financial instruments at the balance sheet date

Contractual maturity

2014
€m

Sight
2013
€m

Not more than 3 months
2013
€m

2014
€m

More than 3 months but not
more than 1 year
2013
€m

2014
€m

Other bank loans and overdrafts

0.7

0.1

22,282.4

16,221.7

6.8

0.1

28.1

33.7

11,279.9

9,514.7

112.7

194.1

94.5

452.7

178.1

289.4

245.1

157.9

3.8

34,015.7

25,914.6

402.1

446.1

280.5

37.5

29,501.6

25,980.7

94,814.6

103,079.9

44,685.7

23,986.2

-29,501.6

-26,480.7

-96,063.7

-103,079.9

-44,685.7

-23,986.2

Non-derivative financial
liabilities

Interest-bearing liabilities

Other non-current financial
liabilities

Non-derivative liabilities from
banking business

Trade payables, payables to
related parties and other current
liabilities

Cash deposits by market
participants

Total non-derivative financial
liabilities (gross)

Derivatives and financial instruments of
the central counterparties

Financial liabilities and deriv-
atives of the central counterparties

less financial assets
and derivatives of
the central counterparties

Cash inflow – derivatives and
hedges

Cash flow hedges

Fair value hedges

Derivatives held for trading

1,415.7

551.2

391.7

1,751.2

Cash outflow – derivatives and
hedges

Cash flow hedges

Fair value hedges

Derivatives held for trading

Total derivatives and hedges

-1,381.4

34.3

-551.0

-499.8

-391.6

-1,734.9

-1,249.0

16.3

Financial guarantees

533.2

568.2

Services

2014

Responsibility

Governance Management report

Financial statements Notes

Consolidated balance sheet
disclosures

281

Contractual maturity

More than 1 year but not more
than 5 years
2013
€m

2014
€m

Reconciliation to carrying
amount

Carrying amount

2014
€m

Over 5 years
2013
€m

2014
€m

2013
€m

2014
€m

2013
€m

890.0

1,011.2

697.4

709.2

-187.0

-239.0

1,428.5

1,521.9

9.1

0.3

0.4

3.5

-0.5

1.8

12.6

2.6

11,486.6

9,708.8

130.6

110.7

1,030.6

537.7

22,282.4

16,221.7

0.7

0.1

899.1

1,011.5

697.4

709.6

-53.4

-126.5

36,241.4

27,992.8

4,579.3

4,051.7

1,306.5

6.9

-4,579.3

-4,051.7

-1,306.5

-6.9

174,887.7

157,105.4

-176,136.8

-157,605.4

282

Deutsche Börse Group corporate report 2014

32. Classification of financial instruments under IAS 39

The following table shows an analysis of the financial instruments in the balance sheet in accordance
with their classification under IAS 39 as well as the corresponding carrying amounts:

Classification of financial instruments

Consolidated balance sheet item
(classification)

Note