Annual report2023Deutsche Börse Group Executive and Supervisory Board
Combined management report
Consolidated financial statements/notes
Remuneration report
Further information
Executive and
Supervisory Board
Consolidated financial
statements/notes
Remuneration report
251 Remuneration report
3
5
6
7
Letter from the CEO
The Executive Board
Inhalt
The Supervisory Board
Report of the Supervisory Board
Combined
management report
18
Deutsche Börse:
Fundamental information about the Group
22
Strategy and steering parameters
27
Economic situation
44
Non-financial declaration
64
Risk report
125 Consolidated income statement
300 Auditor’s Report
Further information
302 Acknowledgements /contact /
registered trademarks
303
Financial calendar
126 Consolidated statement of
comprehensive income
127 Consolidated balance sheet
129 Consolidated cash flow statement
131 Consolidated statement
of changes in equity
133 Notes to the consolidated financial
statements
141 Notes on the consolidated income
statement
154 Notes on the consolidated statement
of financial position
208 Other disclosures
238 Responsibility statement by the
Executive Board
83
Report on opportunities
239
Independent Auditor’s Report
88
Report on expected developments
90
Report on post-balance sheet date events
91
Corporate governance statement
115 Deutsche Börse AG
(notes based on HGB)
120
Takeover-related disclosures
Print version of the report:
PDF (A4)
Executive and Supervisory Board
Letter from the CEO
The Executive Board
The Supervisory Board
Report of the Supervisory Board
Combined management report
Consolidated financial statements/notes
Remuneration report
Further information
Frankfurt am Main, 15 March 2024
Dear shareholders,
ladies and gentlemen,
Last year, the strategy that we have been pursuing with regular updates for
many years bore fruit again. We delivered very good figures and significantly
exceeded the targets that we set at the beginning of the year. And with the
decisions taken as part of Horizon 2026, the most recent update to our
strategy, we have created a strong basis from which to develop in the years
ahead.
The world in 2023 was dominated by Russia’s ongoing war of aggression
against Ukraine, the terrorist attack on Israel and the military response to it,
the immeasurable suffering on both sides, and not least by a resurgence of
populist politics and extremist tendencies in many democracies around the
world. For the market participants that operate in this world, we at Deutsche
Börse Group are not only a pillar of stability, but also an engine of change.
Because we create trust in the markets of today and tomorrow, and we enable
innovation through investment by creating access to capital markets.
Despite this environment, the price fluctuations on the securities markets
organised by us were lower last year than they have been for a long time: they
were down by more than a third on the previous year, as measured by the
VSTOXX® index. In the past, this would necessarily have resulted in lower
revenues and profits for us, but that is no longer the case today. And that is
not only good news for our workforce, but also – and especially – for you, our
shareholders.
How did this development come about? We have consistently increased the
share of our recurring income in recent years, taking it to 63 per cent last year.
This is an achievement I am proud of, and on behalf of the entire Executive
Board, I would like to take this opportunity to thank all the employees of
Deutsche Börse sincerely for their dedication.
In particular, I would like to express my gratitude for the success we had in
initiating and completing the biggest transaction in our company’s history by
taking over the global software business SimCorp last year. It contributed
5 percentage points to our net revenue growth. This is almost one third of our
total growth in net revenue. And with an increase of 17 per cent overall in
2023, this growth was gratifyingly strong.
The increase was also driven by organic growth with a strong secular – which
means long-term – component. Here we reported an increase of 5 per cent.
This secular growth was particularly marked in energy trading, where we
gained additional market share and new customers. Then there were the
strong tailwinds from rising interest rates. They benefit interest rate derivatives,
but above all our net interest income. A total of 7 percentage points of our
growth was due to these cyclical influences.
Since we had our costs under control at the same time, despite higher capital
expenditure, our pre-tax profits – or EBITDA – rose sharply by 17 per cent, the
same amount as net revenues.
PDF (A4)
3
Deutsche Börse Group – Annual report 2023 Executive and Supervisory Board
Letter from the CEO
The Executive Board
The Supervisory Board
Report of the Supervisory Board
Combined management report
Consolidated financial statements/notes
Remuneration report
Further information
In the course of the latest update to our strategy in the context of Horizon
2026, we have modernised our dividend policy. We have adjusted the range
within which we distribute a dividend, which is now set at 30 to 40 per cent
of profits. This leads on seamlessly from our performance in recent years and
takes the further expected significant profit growth into account. And for the
first time, we are also promising you that the dividend per share will go up
every year. So for 2023, we are proposing a dividend of €3.80 per share. This
is 6 per cent more than in the previous year and represents around 40 per
cent of our profits. Share buybacks are now also part of our capital allocation
strategy again. We already started in early 2024 and will be returning the
record sum of €1 billion to you this year: €700 million via the dividend and
€300 million via share buybacks.
What else is coming up in 2024? We expect our net revenues to go up to more
than €5.6 billion. And our forecast for EBITDA is more than €3.2 billion. This
already includes the possibility of moderate interest rate cuts by central banks.
Investment Management Solutions (IMS). This comprises the software and
analytics business of SimCorp and Axioma, as well as the index, data and
sustainability business of ISS STOXX. IMS is our new strategic cornerstone,
with great potential for organic growth and strong recurring revenues. It
enables us to address the buy side, i.e. institutional investors, as direct
customers. This is a market with above-average, secular growth. Third: we
are expanding our digital platforms for existing and new asset classes. The
partnership with Google Cloud that we also initiated last year plays a crucial
role here.
I am certain that with this strategy, Deutsche Börse is well equipped for more
successful years of strong growth. We know where we want to go. And I
promise you this on behalf of the entire Executive Board – we will not be
resting on our past successes.
Yours,
Further sustainable growth is now on the horizon. Our new Horizon 2026
strategy consists of three elements. First: we are banking on strong organic
growth of 10 per cent per year; of which 7 per cent p.a. will come from our
existing businesses, and our acquisition of SimCorp has already contributed
another 3 per cent p.a. on average. Second: we have created a new segment:
Theodor Weimer
Chief Executive Officer
PDF (A4)
4
Deutsche Börse Group – Annual report 2023 Executive and Supervisory Board
Letter from the CEO
The Executive Board
The Supervisory Board
Report of the Supervisory Board
Combined management report
Consolidated financial statements/notes
Remuneration report
Further information
The Executive Board
Theodor Weimer, *1959
Dr. rer. pol.
Wiesbaden
Nationality: German
Chief Executive Officer, Deutsche Börse AG
Member of the Executive Board since: 1 January 2018
Appointed until: 31 December 2024
Christoph Böhm, *1966
Dr.-Ing.
Hamburg
Nationality: German
Member of the Executive Board and
Chief Information Officer/Chief Operating Officer, Deutsche Börse AG
Member of the Executive Board since: 1 November 2018
Appointed until: 31 October 2026
Thomas Book, *1971
Dr. rer. pol.
Kronberg im Taunus
Nationality: German
Member of the Executive Board, Deutsche Börse AG,
responsible for Trading & Clearing
Member of the Executive Board since: 1 July 2018
Appointed until: 30 June 2026
As at 31 December 2023 (unless otherwise stated)
Detailed information about the members of the Executive Board and 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
Heike Eckert, *1968
Graduate degree in Economics
(Diplom-Volkswirtin)
Oberursel
Nationality: German
Member of the Executive Board, Deutsche Börse AG,
responsible for Governance, People & Culture and Director of Labour Relations
Member of the Executive Board since: 1 July 2020
Appointed until: 30 June 2028
Stephan Leithner, *1966
Dr. oec. HSG
Bad Soden am Taunus
Nationality: Austrian
Member of the Executive Board, Deutsche Börse AG,
responsible for Pre- & Post-Trading
Member of the Executive Board since: 2 July 2018
Appointed until: 30 June 2026
Gregor Pottmeyer, *1962
Graduate degree in Business Administration
(Diplom-Kaufmann)
Bad Homburg v.d. Höhe
Nationality: German
Member of the Executive Board and Chief Financial Officer,
Deutsche Börse AG
Member of the Executive Board since: 1 October 2009
Appointed until: 30 September 2025
PDF (A4)
5
Deutsche Börse Group – Annual report 2023 Executive and Supervisory Board
Letter from the CEO
The Executive Board
The Supervisory Board
Report of the Supervisory Board
The Supervisory Board
Martin Jetter, *1959
Chairman
Nationality: German
Anja Greenwood,1 *1974
Head of Customer Due Diligence & KYC,
Achim Karle,1 *1973
Staff member in Equity & Index Sales EMEA
Charles G.T. Stonehill, *1958
Founding Partner, Green & Blue Advisors
European Commodity Clearing AG, Leipzig
Eurex Frankfurt AG, Frankfurt/Main
LLC, New York
Combined management report
Member of the Supervisory Board since:
Nationality: German
Nationality: German
Nationality: British, US-American
Consolidated financial statements/notes
Remuneration report
Further information
24 May 2018
Elected until: 2024
Markus Beck,1 *1964
Deputy Chairman
Principle Legal Counsel
Senior Expert, staff member in
Corporate & Regulatory Legal
Member of the Supervisory Board since:
Member of the Supervisory Board since:
Member of the Supervisory Board since:
17 November 2021
Elected until: 2024
Oliver Greie,1 *1976
Regional Director,
28 August 2018
Elected until: 2024
8 May 2019
Elected until: 2024
Barbara Lambert, *1962
Clara-Christina Streit, *1968
Member of supervisory boards and boards of
Member of supervisory boards and boards of
ver.di Saxony/Saxony-Anhalt/Thuringia region,
directors , Givrins
directors, Cologne
Leipzig
Nationality: German, Swiss
Nationality: German, US-American
Deutsche Börse AG, Frankfurt/Main
Nationality: German
Member of the Supervisory Board since:
Member of the Supervisory Board since:
Nationality: German
Member of the Supervisory Board since:
16 May 2018
Member of the Supervisory Board since:
29 April 2022
Elected until: 2024
8 May 2019
Elected until: 2024
15 August 2018
Elected until: 2024
Appointed by the court until: 2024
Michael Rüdiger, *1964
Chong Lee Tan, *1962
Nadine Brandl,1 *1975
Head of department Legal and Legal Policy,
Executive Vice President, Chief Digital Officer
am Ammersee
and Deputy CIO,
Nationality: German
Singapore
Nationality: Singaporean
ver.di federal administration, Berlin
Global Payments Inc., Atlanta
Member of the Supervisory Board since:
Member of the Supervisory Board since:
Shannon A. Johnston, *1971
Independent Management Consultant, Utting
CEO 65 Equity Partners, Temasek Holding,
Nationality: German
Nationality: US-American
19 May 2020
Member of the Supervisory Board since:
Member of the Supervisory Board since:
Elected until: 2024
19 May 2021
Elected until: 2024
16 May 2018
Elected until: 2024
18 May 2022
Elected until: 2024
Andreas Gottschling, *1967
Nationality: German
Susann Just-Marx,1 *1988
Head of Sales Clearing
Peter Günter Sack,1 *1962
Staff member Clearing Design
Daniel Vollstedt,1 *1976
Head of Infrastructure Service
Eurex Clearing AG, Frankfurt/Main
Design & Support,
Nationality: German
Deutsche Börse AG, Frankfurt/Main
Member of the Supervisory Board since:
European Energy Exchange AG, Leipzig
Member of the Supervisory Board since:
Nationality: German
1 July 2020
Elected until: 2024
Nationality: German
17 November 2021
Member of the Supervisory Board since:
Member of the Supervisory Board since:
Elected until: 2024
15 August 2018
Elected until: 2024
17 November 2021
Elected until: 2024
As a rule, the term of office of the members of the Supervisory Board ends at the close of the
Annual General Meeting 2024.
1) Employee representative
As at 31 December 2023 (unless otherwise stated)
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
PDF (A4)
Gruppe Deutsche Börse – Annual Report 2023
6
Deutsche Börse Group – Annual report 2023 Executive and Supervisory Board
Letter from the CEO
The Executive Board
The Supervisory Board
Report of the Supervisory Board
Combined management report
Consolidated financial statements/notes
Remuneration report
Further information
Report of the Supervisory Board
The Supervisory Board of Deutsche Börse AG had three outstanding priorities
in 2023. The first was to provide intensive support for the development of the
new Group strategy, Horizon 2026. Secondly, we were involved at an early
stage in the full acquisition of SimCorp A/S (SimCorp) by Deutsche Börse AG,
provided regular advice on the transaction and approved it. SimCorp provides
integrated investment management solutions for the financial industry. To-
gether, the merged businesses of SimCorp, Axioma, Inc. (Axioma) and ISS
STOXX form the new Investment Management Solutions segment – a key step
in the implementation of the new Group strategy, Horizon 2026. Thirdly, we
prepared the CEO succession and other important personnel decisions within
the Supervisory Board. In Stephan Leithner, we have found a convincing suc-
cessor for Theodor Weimer, whose appointment expires at the end of 2024.
By this time, Mr Weimer will have reached the age of 65.
In addition, the Supervisory Board of Deutsche Börse AG dealt in depth and
regularly with the company’s position, prospects and fundamental strategic op-
tions. The Supervisory Board was also involved in an advisory capacity in
Deutsche Börse Group’s activities to buy and sell companies and parts thereof.
We performed the tasks assigned to us by law and the company’s Articles of
Association and bylaws. We have advised the Executive Board regularly on its
management of the company and monitored its work. We were involved in all
decisions of fundamental importance.
We continued our overarching work on environmental, social and governance
matters (ESG). In the reporting year, we concentrated on the social aspects of
ESG.
Our work in 2023 was dominated by a difficult ongoing geopolitical situation.
Russia’s war of aggression against Ukraine continued into its third year and
the attack on Israel by the terrorist organisation Hamas was followed by inten-
sive military operations and armed conflicts. This is accompanied by ongoing
uncertainty about future inflation rates worldwide and slow economic growth,
particularly in industrialised countries. Our global economic and financial sys-
tem therefore remains faced with great challenges.
At our meetings, the Executive Board provided us with comprehensive and
timely information in accordance with the legal requirements. The high fre-
quency of plenary and committee meetings and workshops ensured an inten-
sive exchange of information between the Supervisory Board and the Executive
Board. In addition, the CEO kept the Chair of the Supervisory Board continu-
ously and regularly informed concerning the current developments affecting
the company’s business, significant transactions, upcoming decisions and the
long-term outlook and discussed these issues with him.
The Supervisory Board meetings in 2023 were held at the company’s head-
quarters and in Cork, Ireland. In the reporting year, we held a total of seven
plenary meetings, including one extraordinary meeting on the planned takeover
of SimCorp. Five workshops also took place as part of the regular training and
professional development measures for the Supervisory and Executive Boards,
focusing on the Horizon 2026 strategy process (March), cybersecurity and cur-
rent threats (March), strengthening the German and European capital markets
and the role of Deutsche Börse Group (June), sustainability regulations and
their implementation (September) and the future world of work, concentrating
on the labour markets for IT and financial services (September). In another
workshop we dealt with the subject of artificial intelligence (December). The
workshops were carried out by internal and external experts.
PDF (A4)
Deutsche Börse Group – Annual report 2023
7
Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Letter from the CEO
The Executive Board
The Supervisory Board
Report of the Supervisory Board
Combined management report
Consolidated financial statements/notes
Remuneration report
Further information
Five out of a total of 34 Supervisory Board meetings in the reporting year (ple-
nary and committee meetings) were held solely as video or conference calls.
This virtual format was chosen particularly for meetings convened at short no-
tice.
The average attendance rate for all Supervisory Board members at the plenary
and committee meetings (including those held solely as video or conference
calls) was 100 per cent during the year under review. An average of 24 per
cent was in the form of virtual attendance.
The individual Supervisory Board members attended meetings in person or vir-
tually as follows:
Attendance of Supervisory Board members at meetings in 2023
Meetings in total
(thereof virtual
attendance1)
Attendance at
plenary
meetings
(thereof virtual
attendance)
Attendance at
committee
meetings
(thereof virtual
attendance)
Attendance in %
(thereof virtual
attendance
in %)
Martin Jetter (Chair)
Markus Beck (Deputy
Chair)
20/20 (5)
21/21 (5)
Nadine Brandl
17/17 (10)
Andreas Gottschling
Anja Greenwood
Oliver Greie
Shannon Johnston
Susann Just-Marx
Achim Karle
Barbara Lambert
Michael Rüdiger
Peter Sack
Charles Stonehill
Clara-Christina Streit
Chong Lee Tan
Daniel Vollstedt
Average attendance rate2
21/21 (2)
20/20 (7)
13/13 (3)
11/11 (1)
17/17 (7)
16/16 (3)
17/17 (1)
23/23 (10)
14/14 (1)
14/14 (2)
17/17 (6)
10/10 (2)
15/15 (3)
7/7 (0)
7/7 (0)
7/7 (2)
7/7 (0)
7/7 (1)
7/7 (1)
7/7 (1)
7/7 (2)
7/7 (1)
7/7 (1)
7/7 (2)
7/7 (1)
7/7 (1)
7/7 (1)
7/7 (1)
7/7 (1)
13/13 (5)
14/14 (5)
10/10 (8)
14/14 (2)
13/13 (6)
6/6 (2)
4/4 (0)
10/10 (5)
9/9 (2)
10/10 (0)
100 (25)
100 (24)
100 (59)
100 (10)
100 (35)
100 (23)
100 (9)
100 (41)
100 (19)
100 (6)
16/16 (8)
100 (43)
7/7 (0)
7/7 (1)
10/10 (5)
3/3 (1)
8/8 (2)
100 (7)
100 (14)
100 (35)
100 (20)
100 (20)
100 (24)
1) Based on all meetings, including those in a purely virtual format; virtual attendance was chosen in some
cases, particularly to reduce CO2 emissions caused by travelling.
2) Attending workshops is optional for Supervisory Board members. Workshop attendance is therefore not
taken into account in the determination of the average attendance rate.
PDF (A4)
Deutsche Börse Group – Annual report 2023
8
Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Letter from the CEO
The Executive Board
The Supervisory Board
Report of the Supervisory Board
Combined management report
Consolidated financial statements/notes
Remuneration report
Further information
Topics addressed during plenary meetings of the
Supervisory Board
scheduled departure at the end of 2024. The Supervisory Board has thus cre-
ated the conditions for an orderly change of leadership at an early stage.
In the reporting year, we discussed in detail the future strategic direction of
Deutsche Börse Group. The Executive Board consulted the Supervisory Board
at an early stage about the development of the new Group strategy, Horizon
2026. This defines the strategic framework for Deutsche Börse Group until
2026 and also includes an updated climate strategy. We advised the Executive
Board on all relevant aspects of the strategy. For details on the Group Horizon
2026 strategy, please refer to the “Strategy and steering parameters” section in
the combined management report.
Another core element of our Supervisory Board work in the reporting year was
the strategic expansion and reinforcement of our pre-trading business.
Deutsche Börse AG acquired all the shares in the Danish company SimCorp,
having successfully completed a public takeover offer. SimCorp is an interna-
tional software company that provides integrated front-to-back investment
management solutions for asset managers and other buy-side businesses. The
business of the newly acquired SimCorp was merged with the data and analyt-
ics business of Axioma. The businesses of ISS, Inc. and STOXX Ltd. were also
merged. A new segment, Investment Management Solutions, was created for
the SimCorp, Axioma and ISS STOXX businesses in order to reflect the size
and strategic importance of the pre-trading unit. At the Supervisory Board, we
accompanied these structural changes and the expansion of our business and
approved the necessary measures.
Another key focus of our Supervisory Board activities was the careful and
early preparation of the upcoming change at the head of the Executive Board.
With Stephan Leithner, we were able to ensure a convincing succession for
Theodor Weimer. He will take up office on 1 October 2024. Mr Leithner and
Mr Weimer will each exercise the function of Co-CEO until Mr Weimer’s
The Supervisory Board would expressly like to thank Theodor Weimer, who
took office at the beginning of 2018. He initially made a significant contribu-
tion to stabilising Deutsche Börse AG and from then on decisively and actively
drove forward the strategic development of Deutsche Börse Group. Under his
leadership, Deutsche Börse Group has grown steadily and sustainably and has
seen extremely positive economic development.
The Supervisory Board also dealt with its future composition in the reporting
year. Representatives of shareholders and employees will be elected for a pe-
riod of office of three years in 2024. Please refer to the “Personnel matters”
section for details.
In the field of information technology, we discussed the partnership with a
well-known global provider of cloud infrastructure and the main projects to de-
velop the digital settlement platform D7 and an exchange for digital assets. Ar-
tificial intelligence and other new technologies, and the opportunities they rep-
resent for Deutsche Börse Group, were another key area of our work in this
field. In view of their great importance for the Group and the infrastructure ser-
vices it provides to financial and capital markets, we again discussed the sub-
jects of information security and cyber resilience in depth.
One overarching focal area of our work was again the discussion of different
topics relating to environmental, social and governance (ESG) matters. We dis-
cussed the updated climate strategy in detail, which is integrated into the new
Group strategy, Horizon 2026. The Supervisory Board also examined in detail
sustainability regulations and reporting and their implementation at Deutsche
Börse Group. Furthermore, we gained an overview of the future world of work
in the areas of information technology and financial services, which are im-
portant for us. Sustainability targets also play an important role in the system
PDF (A4)
Deutsche Börse Group – Annual report 2023
9
Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Letter from the CEO
The Executive Board
The Supervisory Board
Report of the Supervisory Board
Combined management report
Consolidated financial statements/notes
Remuneration report
Further information
of remuneration for the Executive Board. In the context of the financial state-
ments, we adopted the 2022 remuneration report, which was approved by a
majority of 91.69 per cent of shareholders at the Annual General Meeting on
16 May 2023. The Supervisory Board also supported the Executive Board’s
proposal to hold the Annual General Meeting online in the reporting year. This
was based, in particular, on the experience of online Annual General Meetings
held by Deutsche Börse AG in prior years and the concrete form of the online
Annual General Meeting as defined in the new legislation governing stock cor-
porations. Based on the positive experience of online general meetings to date,
the amended company’s Articles of Association, which have been approved by
the 2023 Annual General Meeting, enable a corresponding decision to be
taken for the Annual General Meetings in the next two years.
In the reporting year, we again dealt with various legal matters, such as the
current status of litigation and legal proceedings involving Clearstream Banking
S.A. in the USA and Luxembourg, and the ongoing investigation by the Public
Prosecutor’s Office in Cologne regarding the conception and settlement imple-
mentation of securities transactions by market participants over the dividend
date (cum-ex transactions). Market participants used such transactions to
make unjustified tax refund claims. In this context, the Supervisory Board also
dealt with investigations into such transactions by the stock exchange regulator
in the German state of Hesse.
Other important litigation and legal proceedings concerning Deutsche Börse
Group were also a key aspect of our work on the Supervisory Board. The effi-
ciency, suitability and effectiveness of the internal control system and the han-
dling of findings by internal control functions as well as external auditors and
regulatory authorities were another important area of our work.
the Supervisory Board’s work in the reporting year, the outlook for 2024, the
upcoming personnel decisions for the Executive Board and Supervisory Board,
as well as a proposed increase in Supervisory Board remuneration.
The Supervisory Board Chair summarised his dialogue with investors in the
plenary meetings and the meetings of the Nomination Committee.
Our plenary meetings and workshops during the reporting period focused par-
ticularly on the following issues:
At our ordinary meeting on 8 February 2023, the Executive Board reported in
a regular cycle on the status of the cross-divisional client relationship manage-
ment. We also discussed the preliminary result for the 2022 financial year and
the Executive Board’s dividend proposal for 2022. After in-depth discussion,
we set the amount of the variable remuneration for the Executive Board for
2022. We also adopted the 2022 corporate governance statement and ap-
proved the Executive Board’s resolution to hold the 2023 Annual General
Meeting in a new online format. The Executive Board informed us in detail
about succession planning for the senior management level, the targets set
and achieved in terms of gender diversity, and the steps taken to build a global
pool of female talent. A status report was also given on the current status of
the public takeover offer for the Danish software company SimCorp, and the
further measures to build a new Investment Management Solutions segment
including ISS, STOXX and Qontigo. The Executive Board also informed us
about the structure of the partnership with a well-known global provider of
cloud infrastructure. We also adopted measures following the effectiveness re-
view in 2022.
In addition, the Supervisory Board Chair held meetings with institutional inves-
tors and proxy advisers in November and December 2023 to discuss current
governance topics affecting the Supervisory Board. These meetings focused on
At the ordinary meeting on 9 March 2023, the Executive Board again in-
formed us at length and in detail about the planned voluntary public takeover
offer for SimCorp and the further measures to build a new Investment Manage-
ment Solutions segment including ISS, STOXX and Qontigo. After an in-depth
PDF (A4)
Deutsche Börse Group – Annual report 2023
10
Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Letter from the CEO
The Executive Board
The Supervisory Board
Report of the Supervisory Board
Combined management report
Consolidated financial statements/notes
Remuneration report
Further information
discussion, we expressed our support for the proposed transaction steps and
the planned strategic decision to create an Investment Management Solutions
segment. We discussed the financial statements of Deutsche Börse AG for
2022, the consolidated financial statements for 2022 and the 2022 remuner-
ation report in the presence of the auditors. We approved the annual and con-
solidated financial statements for 2022 and the 2022 remuneration report,
having carried our own detailed examination, in line with the recommendation
of the Audit Committee, which had previously carried out an in-depth prepara-
tory examination of the documents. The meeting also gave us the opportunity
to discuss matters with the auditors without the presence of the Executive
Board. In addition to the Supervisory Board report for 2022, we also adopted
the agenda for the 2023 Annual General Meeting and elected Barbara Lambert
as the deputy chair of the meeting. Furthermore, we examined in detail the re-
sults of the review of the appropriateness of Executive Board remuneration that
is carried out with external support every two years, and adapted the base sal-
ary and target remuneration for the Executive Board as from 1 June 2023, as
well as the pension agreement with Heike Eckert. The Executive Board in-
formed us of the personnel situation in Deutsche Börse Group.
At our ordinary meeting on 16 May 2023, we discussed the upcoming An-
nual General Meeting with the Executive Board.
The ordinary meeting on 21 June 2023 was held at one of Deutsche Börse
Group international offices again for the first time since the outbreak of the
Covid-19 pandemic. At the meeting in Cork, Ireland, we examined in detail
and discussed the Horizon 2026 Group strategy devised by the Executive
Board. The Strategy and Sustainability Committee had previously discussed
the new Group strategy and the updated climate strategy in detail. The Execu-
tive Board also informed us about the status of various legal matters, including
the current status of the litigation and legal proceedings involving Clearstream
Banking S.A. in the USA and Luxembourg, and a hearing by the Hesse Ex-
change Supervisory Authority on establishing the risk management system for
the stock market operations of the Frankfurt Stock Exchange. We also dis-
cussed the investigations by the Public Prosecutor’s Office in Cologne into se-
curity transactions by market participants over the dividend date (cum-ex
transactions). The Executive Board also notified us of the status of a project to
optimise internal processes.
A strategy workshop also took place on 9 March 2023, in which the Execu-
tive Board presented the baseline for the new Group strategy, Horizon 2026,
and explained the strategy process and timetable.
In an IT workshop on 9 March 2023, we also dealt with the topic of cyberse-
curity and had the current overall threat level explained to us from the per-
spective of the federal government.
In an extraordinary meeting on 25 April 2023, we approved the announce-
ment of the voluntary public takeover offer for SimCorp and the other transac-
tion steps to create an Investment Management Solutions segment.
PDF (A4)
Deutsche Börse Group – Annual report 2023
11
Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Letter from the CEO
The Executive Board
The Supervisory Board
Report of the Supervisory Board
Combined management report
Consolidated financial statements/notes
Remuneration report
Further information
In another strategy workshop on 21 June 2023, we looked at strengthening
the capital markets in Germany and the European Union, and in particular at
the role of Deutsche Börse Group.
A corporate governance workshop on the subject of sustainability regulations
was held on 27 September 2023. We dealt particularly with the current re-
quirements for sustainability reporting and the implementation of the Supply
Chain Due Diligence Act at Deutsche Börse Group..
In another workshop on human resources on 27 September 2023, we ex-
plored how the world of work would look in future and found out about current
and future developments on the national and global labour market for IT and
financial services.
In the ordinary meeting on 28 September 2023, the Executive Board in-
formed us about the result of the voluntary public takeover offer for SimCorp,
the further steps towards a complete acquisition of the company, its subse-
quent delisting and the planned integration steps. The Executive Board also
explained the status of the transaction steps to create an Investment Manage-
ment Solutions segment. We dealt with the effectiveness review to be carried
out in the reporting year and with the forthcoming Supervisory Board elections
in 2024. Ahead of these elections and the annual suitability review, we re-
viewed and specified the targets for the composition of the Supervisory Board
as scheduled. Finally, the Executive Board presented an overarching Group
programme to address the regulatory findings in the field of information tech-
nology.
In an IT workshop for the Supervisory Board on 7 December 2023, we dealt
extensively with the fundamentals, current developments and use cases of arti-
ficial intelligence, in order to provide a basis for the further discussions of this
topic planned for 2024.
In the ordinary meeting on 7 December 2023, we adopted the budget for
2024 and set the Executive Board targets for the 2024 financial year. The Ex-
ecutive Board informed us about the results of the annual employee survey,
the implementation status of the personnel strategy and the revisions that had
been made to the strategy for 2024. We gained an impression of the perfor-
mance of recently acquired companies and equity investments and the invest-
ments made in the context of Deutsche Börse Group’s corporate venturing ac-
tivities. We discussed and adopted the results of our annual effectiveness re-
view in accordance with section D.12 of the German Corporate Governance
Code, the annual suitability assessment of the Supervisory Board and the Ex-
ecutive Board, as well as the upcoming year’s training plan for the Supervisory
Board. We also adopted the declaration of conformity in accordance with sec-
tion 161 Aktiengesetz (AktG, German Stock Corporation Act) for the 2023 fi-
nancial year, which can be viewed at www.deutsche-boerse.com > Investor
Relations > Corporate Governance > Declaration of Conformity. Furthermore,
we resolved to propose an adjustment to Supervisory Board remuneration at
the 2024 Annual General Meeting. The Executive Board informed us of the
current status concerning the Investment Management Solutions segment.
Martin Jetter, the Supervisory Board Chair, presented the agenda before each
Supervisory Board meeting and informed the Supervisory Board about current
matters. Theodor Weimer, the CEO, also informed us about the current devel-
opments affecting the company’s business and significant transactions at the
start of every meeting. At the end of each meeting the Supervisory Board
members talked openly and extensively among themselves, without Executive
Board members, about the meeting itself and general topics. A similar discus-
sion also took place at the Supervisory Board meeting on 8 March 2024 in
which we approved the annual and consolidated financial statements for
2023, and which was also attended by the auditors. From 2021 onwards, the
members of the Audit Committee have had regular talks with the external audi-
tors without the Executive Board members.
PDF (A4)
Deutsche Börse Group – Annual report 2023
12
Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Letter from the CEO
The Executive Board
The Supervisory Board
Report of the Supervisory Board
Combined management report
Consolidated financial statements/notes
Remuneration report
Further information
Committee work
The Supervisory Board had seven permanent committees in the reporting year.
The committees are responsible primarily 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 com-
mittee chairs reported in detail to the plenary meetings on the work performed
by their committees. The Chair of the Supervisory Board chairs the Nomination
Committee, the Strategy and Sustainability Committee, the Chairman’s Com-
mittee and the Mediation Committee. Details on the members and duties of
the Supervisory Board committees in 2023 can be found in the “Corporate
governance statement” section of the combined management report. The com-
mittees focused on the following key issues:
Audit Committee (six meetings during the reporting period)
Financial topics, particularly capital management
Financial reporting: Examination of the annual financial statements of
Deutsche Börse AG and of the consolidated financial statements, including
the financial reporting process, of the integrated combined management re-
port, the remuneration report and of the half-yearly financial report and the
quarterly statements, as well as a discussion of the audit results in the pres-
ence of the auditors; preparation of the Supervisory Board decision on adopt-
ing the annual financial statements and approving the consolidated financial
statements and the Executive Board proposal for use of the appropriation of
the unappropriated surplus
Statutory auditors: Obtaining the statement of independence from the exter-
nal auditor and monitoring the external auditor’s independence; issuing the
engagement letter to the external auditor for the audit of the annual and con-
solidated financial statements and the integrated combined management
report; issuing the engagement letter for the auditor’s review of the half-
yearly financial report; issuing the engagement letter for the audit of the form
and contents of the remuneration report; agreeing the external auditor’s fee;
defining and discussing the focus areas of the audit; discussing non-audit
services rendered by the external auditors; evaluating the quality of the audit
and preparing the Supervisory Board’s proposal to the Annual General Meet-
ing on the election of the auditor
Internal control systems: Discussion of questions relating to risk manage-
ment, compliance and capital market compliance, the internal control and
audit system; discussion of the methods and systems used and their effi-
ciency, adequacy and effectiveness; detailed discussion of the accounting-re-
lated internal control system
Deutsche Börse AG’s dividend and the Group’s budget
Discussion and formal adoption of the Audit Committee’s tasks for the com-
ing year
Preparation of the Supervisory Board’s resolution on the corporate govern-
ance statement in accordance with section 289f Handelsgesetzbuch (HGB,
German Commercial Code) and the declaration of conformity in accordance
with section 161 AktG
Examination of the control process for related-party transactions
Measures to close internal and external audit findings
Management of outsourcing
Management of regulatory changes, such as the introduction of a require-
ment to provide consolidated transaction data (“consolidated tape”) in the EU
Dealing of material litigation and legal proceedings involving Deutsche Börse
Group
Dealing with the tax positions of Deutsche Börse AG and other tax issues
Dealing with the ESG reporting, particularly the planned implementation of
the Corporate Sustainability Reporting Directive
Dealing with the financing of, and accounting for, M&A transactions
PDF (A4)
Deutsche Börse Group – Annual report 2023
13
Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Letter from the CEO
The Executive Board
The Supervisory Board
Report of the Supervisory Board
Combined management report
Consolidated financial statements/notes
Remuneration report
Further information
Nomination Committee (ten meetings during the reporting period)
Risk Committee (four meetings during the reporting period)
Executive Board remuneration: Target achievement of Executive Board mem-
bers; determination of the variable Executive Board remuneration for 2022;
preliminary discussion of individual target achievement by members of the
Executive Board in 2023; preparing the adoption of individual targets for
members of the Executive Board for 2024; reviewing the appropriateness of
Executive Board remuneration and the amendment of the pension agreement
with Heike Eckert
Personnel matters: Detailed review of the search for a successor to the CEO;
discussion of succession planning for the Executive Board and subsequent
management levels, also considering diversity and inclusion aspects; dealing
with Heike Eckert’s appointment to an external board seat
Search and preliminary selection by the shareholder representatives of a suc-
cessor to Michael Rüdiger for the Supervisory Board seat
Dealing with the competence profile for the Supervisory Board and the suita-
bility assessment for the Executive Board and Supervisory Board, including
the qualification matrix for the Supervisory Board
Discussion about the quarterly compliance and risk management reports
Ongoing enhancements to Group-wide compliance and risk management and
the harmonisation of internal control systems
Dealing with operational risks, information security and business continuity
management
Dealing with risk management in the Eurex business area
Dealing with legal matters concerning Deutsche Börse Group
Discussion of outstanding audit findings and plans of action to address them
in the Eurex and Clearstream business areas
Discussion of the determination of the risk appetite of Deutsche Börse Group
for the 2024 financial year considering the material risks of SimCorp
Dealing with specific risk situations, particularly concerning the geopolitical
situation and effects on Deutsche Börse Group of insolvencies and impend-
ing insolvencies by financial services providers
Examination of the regulation of digital assets in the USA
Dealing with the implementation of the EU General Data Protection Regula-
Review and preparation of a proposal to adapt Supervisory Board remunera-
tion in Deutsche Börse Group
tion
Dealing with the training plan for the Executive Board and Supervisory Board
for 2024
Discussion of the results of the annual staff survey
Report by the Chair of the Supervisory Board on the corporate governance
Strategy and Sustainability Committee
(three meetings during the reporting period)
roadshow in 2023
Dealing with the voluntary public takeover of the Danish software company
SimCorp
Discussion and examination of the Horizon 2026 strategy, particularly the
current climate strategy
Discussion of the situation and strategy of Clearstream Fund Services (CFS)
PDF (A4)
Deutsche Börse Group – Annual report 2023
14
Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Letter from the CEO
The Executive Board
The Supervisory Board
Report of the Supervisory Board
Combined management report
Consolidated financial statements/notes
Remuneration report
Further information
Technology Committee (four meetings during the reporting period)
Audit of the annual and consolidated financial
statements
Debate on information security, IT governance, risk management and cyber
resilience in the face of various scenarios
Dealing with digitalisation initiatives in the Clearstream unit
Discussion of IT support for the structural and organisational changes in the
Clearstream business area, and for the growth strategy in the Eurex business
area
Follow-up on the SAP roadmap and the planned relocation to a new data
centre
Dealing with the implementation of the strategic partnership with a provider
of cloud infrastructure
Dealing with the strategic opportunities for the use of artificial intelligence in
Deutsche Börse Group
Chairman’s Committee (no meeting during the reporting period)
The Chairman’s Committee convenes on the initiative of the Chair of the Su-
pervisory Board; it deals with time-sensitive affairs and prepares the corre-
sponding Supervisory Board plenary meetings. There was no need for the
Chairman’s Committee to hold a meeting during the year under review.
Mediation Committee (no meetings during the reporting period)
The Mediation Committee is set up by law. Pursuant to section 31(3) Mit-
bestG, it submits proposals to the Supervisory Board for the appointment or
dismissal of Executive Board members when a two-thirds majority has not
been reached. The Mediation Committee only convenes as required. There
was no need for the Mediation Committee to hold a meeting during the year
under review.
PricewaterhouseCoopers GmbH Wirtschaftsprüfungsgesellschaft, based in
Frankfurt am Main, (PwC) audited the annual financial statements of Deutsche
Börse AG, the consolidated financial statements and the integrated combined
management report for the financial year ended 31 December 2023, together
with the accounting system, and issued an unqualified audit opinion. The con-
densed financial statements and interim management report contained in the
half-yearly financial report for the first six months of 2023 were reviewed by
PwC. The documents relating to the financial statements and the reports by
PwC were submitted to us for inspection and examination in good time. The
auditors responsible were Marc Billeb and Michael Rönnberg. The auditors at-
tended the relevant meetings of the Audit Committee and the meeting of the
full Supervisory Board to discuss the financial statements – in all cases, also
without the Executive Board members, they reported on the key results of their
audit. In particular, they explained the net assets, financial position and result
of operations of the company and the Group and were available to provide fur-
ther information. They had regular exchanges with the Chair of the Supervisory
Board and the Chair of the Audit as well as the Risk Committee, also outside
the meetings. The audit of the annual and consolidated financial statements
and the combined management report and non-financial declaration did not
give rise to any objections. No facts were identified in the course of the audit
that would indicate an inaccuracy in the declaration of conformity pursuant to
section 161 AktG declared by the Executive Board and Supervisory Board, for
which an obligation of the auditor to notify the Chair of the Audit Committee
had been agreed. There were also no objections raised as a result of the non-
mandatory audit of the form and content of the remuneration report. The Su-
pervisory Board discussed the services provided by PwC on a regular basis in
addition to their statutory auditing services. There were no grounds for sus-
pecting that the auditor’s independence might be impaired.
PDF (A4)
Deutsche Börse Group – Annual report 2023
15
Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Letter from the CEO
The Executive Board
The Supervisory Board
Report of the Supervisory Board
Combined management report
Consolidated financial statements/notes
Remuneration report
Further information
The Audit Committee discussed the financial statement documents and the re-
ports by PwC in detail with the auditors and examined them carefully itself. It
is satisfied that the reports meet the statutory requirements under sections 317
and 321 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.
Our own examination – during a plenary meeting – of the 2023 annual finan-
cial statements, consolidated financial statements and the integrated combined
management report did not lead to any objections. We therefore approved the
result of the audit. We approved the annual financial statements prepared by
the Executive Board and the consolidated financial statements at our meeting
on 8 March 2024, in line with the Audit Committee’s recommendation. As a
result, the annual financial statements of Deutsche Börse AG have been
adopted. The Audit Committee discussed the Executive Board’s proposal for
the appropriation of the unappropriated surplus (Bilanzgewinn) with the Exec-
utive Board. The discussion covered company liquidity, its financial planning
and shareholders’ interests. Following this discussion and its own examina-
tion, the Audit Committee concurred with the Executive Board’s proposal for
the appropriation of the unappropriated surplus. After examining this our-
selves, the plenary meeting of the Supervisory Board also approved the Execu-
tive Board’s proposal.
No personnel changes were made with regard to the Executive Board in 2023.
Dealing with conflicts of interest
In order to rule out in advance even the impression that their personal interests
might affect their work and decisions in the Supervisory Board, all Supervisory
Board members disclose to the Chair of the Supervisory Board, without delay,
any conflict of interests, particularly those that may arise due to an advisory
function or decision-making role at customers, suppliers, lenders or other busi-
ness partners. One Supervisory Board member did not take part in discussions
or decisions on the subject of cum-ex transactions in order to avoid any poten-
tial conflict of interest. With regard to another potential conflict of interest in
view of his roles as Supervisory Board Chair of BlackRock Asset Management
Deutschland AG and Chair of the Board of Directors of BlackRock Asset Man-
agement Schweiz AG, Michael Rüdiger did not take part in discussions or de-
cisions in the Supervisory Board on the acquisition of SimCorp.
The Supervisory Board would like to thank the Executive Board and all em-
ployees for their great commitment and good work in 2023, which remained
challenging due to the ongoing geopolitical situation and its economic effects.
Personnel matters
There were no personnel changes in the Supervisory Board during the report-
ing period. Michael Rüdiger decided not to stand again for election to the
Supervisory Board. He will therefore leave the board when his term of office
ends at the close of the Annual General Meeting in 2024. The Supervisory
Board discussed his succession in the reporting year and will propose
Sigrid Kozmiensky for election by the Annual General Meeting in 2024.
Frankfurt/Main, 8 March 2024
for the Supervisory Board
Martin Jetter
Chair of the Supervisory Board
PDF (A4)
Deutsche Börse Group – Annual report 2023
16
Deutsche Börse Group – Annual report 2023 12 Gruppe Deutsche Börse | Geschäftsbericht 2020 Vorstand und Aufsichtsrat | Bericht des Aufsichtsrats Lagebericht Abschluss Anhang Weitere Informationen Umgang mit Interessenkonflikten in Einzelfällen Im Berichtsjahr traten keine Interessenkonflikte einzelner Aufsichtsratsmitglieder auf. Wir danken dem Vorstand sowie allen Mitarbeiterinnen und Mitarbeitern für ihr großes Engagement und die gute Arbeit im Jahr 2020, das aufgrund der COVID-19-Pandemie überaus herausfordernd war. Frankfurt am Main, den 5. März 2021 Für den Aufsichtsrat: Martin Jetter Vorsitzender des Aufsichtsrats
Nettoerlöswachstum
+XX %
CAGR 2019–2022
Combined
management report
18
Deutsche Börse:
Fundamental information about
the Group
22
Strategy and steering parameters
27
Economic situation
44
Non-financial declaration
64
Risk report
83
Report on opportunities
88
Report on expected developments
90
Report on post-balance sheet
date events
91
Corporate governance statement
115 Deutsche Börse AG
(notes based on HGB)
120
Takeover-related disclosures
Executive and Supervisory Board
Combined management report
Deutsche Börse:
Fundamental information about the Group
About this report
Business operations and Group structure
Management
Organisational structure
Corporate purpose and value creation
process
Strategy and steering parameters
Economic situation
Non-financial declaration
Risk report
Report on opportunities
Report on expected developments
Report on post-balance sheet date events
Corporate governance statement
Deutsche Börse AG
(disclosures based on HGB)
Takeover-related disclosures
Executive Board & Supervi-
Combined management report
Consolidated financial state-
Remuneration report
Further information
sory Board
Deutsche Börse: Fundamental
ments and notes
information about the Group
Deutsche Börse: Fundamental information about the Group
Deutsche Börse Group is one of the largest providers of market infrastructure in the world. We provide our
clients with a broad spectrum of products and services along the value chain of financial market transactions.
Securities, derivatives, commodities, currencies and digital assets are traded on our platforms.
About this report
This combined management report covers both Deutsche Börse Group and
Deutsche Börse AG. The combined management report also includes the com-
bined non-financial declaration. It meets the requirements of HGB (German
Commercial Code) and Deutscher Rechnungslegungs Standard Nr. 20 (DRS
20, German Accounting Standard No. 20). The information about our net as-
sets, financial position and result of operations is based on the requirements of
International Financial Reporting Standards (IFRS), and if applicable, German
commercial law (HGB) and German Financial Reporting Standards (DRS). The
contents of the combined non-financial declaration are subject to PwC’s audit.
Consolidated financial statements/notes
Business operations and Group structure
Remuneration report
Further information
Deutsche Börse AG was established in 1992 and is a global company based
in Frankfurt/Main, Germany. It is the parent company of Deutsche Börse
Group. Altogether we have over 14,000 employees from 131 nations working
at 56 sites.
As one of the largest providers of capital market infrastructure worldwide, we
offer our clients a broad range of products and services along the value chain
of financial market transactions. Our offering ranges from portfolio manage-
ment software, analytics solutions, the ESG business and index development,
via services for trading, clearing and settling orders through to custody services
for securities and funds, and liquidity and collateral management services. We
also develop and operate the IT systems and platforms that support all these
processes. In addition to securities, our platforms are also used to trade deriva-
tives, commodities, foreign exchange and digital assets.
Our business takes place in four segments: Investment Management Solutions,
Trading & Clearing, Fund Services and Securities Services. This structure is
used for the internal Group controlling and forms the basis for our financial re-
porting. The new segment Investment Management Solutions was introduced
in the fourth quarter 2023 to reflect the growing importance of the buy-side as
a customer group for the Group. It includes the SimCorp business, as well as
the activities of ISS, STOXX and Axioma that were previously pooled in the
Data & Analytics segment.
For further details we refer to the segment reporting in the section “Results of
operations”.
Deutsche Börse Group’s full group of consolidated entities is set out in note 34
to the consolidated financial statements. You can find a complete list of our
trademark rights on our homepage.
PDF (A4)
Deutsche Börse Group – Annual report 2023
18
Deutsche Börse Group – Annual report 2023
Executive Board & Supervi-
Combined management report
Consolidated financial state-
Remuneration report
Further information
sory Board
Deutsche Börse: Fundamental
ments and notes
information about the Group
The Executive Board is responsible for the management of the company,
whereby the Chief Executive Officer (CEO) coordinates the activities of the Ex-
ecutive Board members. In the 2023 financial year, the Executive Board of
Deutsche Börse AG comprised six members. The remuneration system and the
remuneration paid to individual members are explained in more detail in the
“Remuneration report”.
Executive and Supervisory Board
Combined management report
Deutsche Börse:
Fundamental information about the Group
About this report
Business operations and Group structure
Management
Organisational structure
Corporate purpose and value creation
process
Strategy and steering parameters
Economic situation
Non-financial declaration
Risk report
Report on opportunities
Report on expected developments
Report on post-balance sheet date events
Corporate governance statement
Deutsche Börse AG
(disclosures based on HGB)
Takeover-related disclosures
Consolidated financial statements/notes
Remuneration report
Further information
Management
The governing bodies of Deutsche Börse AG, which is a German stock corpora-
tion, are the Annual General Meeting, the Supervisory Board and the Executive
Board, each of which has its own areas of responsibility.
The Annual General Meeting rules on the appropriation of distributable profit,
appoints the shareholder representatives on the Supervisory Board and dis-
charges the Executive Board and the Supervisory Board of liability. In addition,
it rules on equity issuance and other matters governed by the Aktiengesetz
(AktG, German Stock Corporation Act).
The Supervisory Board appoints, supervises, and advises the members of the
Executive Board, and is involved directly in decisions of fundamental im-
portance to the Group. Additionally, it approves the annual financial state-
ments as well as the consolidated financial statements prepared by the Execu-
tive Board. Members of the Supervisory Board are appointed for a period of
three years, although the Annual General Meeting may determine a shorter
term of office when electing members. The composition of the Supervisory
Board is governed by the provisions of the German Co-determination Act (Mit-
bestimmungsgesetz). It is made up of eight shareholder representatives and
eight employee representatives. Further details are provided in the “Corporate
governance statement”.
PDF (A4)
Deutsche Börse Group – Annual report 2023
19
Deutsche Börse Group – Annual report 2023
Executive Board & Supervi-
Combined management report
Consolidated financial state-
Remuneration report
Further information
sory Board
Deutsche Börse: Fundamental
ments and notes
information about the Group
Organisational structure
Our organisation is divided into six Executive Board areas as follows:
Executive and Supervisory Board
Combined management report
Deutsche Börse:
Fundamental information about the Group
About this report
Business operations and Group structure
Management
Organisational structure
Corporate purpose and value creation
process
Strategy and steering parameters
Economic situation
Non-financial declaration
Risk report
Report on opportunities
Report on expected developments
Report on post-balance sheet date events
Corporate governance statement
Deutsche Börse AG
(disclosures based on HGB)
Takeover-related disclosures
Consolidated financial statements/notes
Remuneration report
Further information
PDF (A4)
Deutsche Börse Group – Annual report 2023
20
Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Combined management report
Deutsche Börse:
Fundamental information about the Group
About this report
Business operations and Group structure
Management
Organisational structure
Corporate purpose and value creation
process
Strategy and steering parameters
Economic situation
Non-financial declaration
Risk report
Report on opportunities
Report on expected developments
Report on post-balance sheet date events
Corporate governance statement
Deutsche Börse AG
(disclosures based on HGB)
Takeover-related disclosures
Consolidated financial statements/notes
Remuneration report
Further information
Executive Board & Supervi-
Combined management report
Consolidated financial state-
Remuneration report
Further information
sory Board
Deutsche Börse: Fundamental
ments and notes
information about the Group
Corporate purpose and value creation process
Our purpose is “We at Deutsche Börse create trust in the markets of today and
tomorrow”. Trust is essential for functioning markets and sustainable econo-
mies. We provide fair and transparent, reliable and stable infrastructures that
ensure safe and efficient capital markets around the globe.
According to the terminology used by the International Integrated Reporting
Council (IIRC), we essentially need four capitals (input factors) to implement
our business model. We deploy these capitals within a binding regulatory
framework: intellectual capital, human capital, financial capital and partner-
ships. They enable us to create value with our business model. The impact
that we have with our business model can be thought of in the following four
outcome dimensions:
Economic situation: As a fast-growing company we create financial value,
substance and returns on which our investors, employees, customers and soci-
ety can build.
Employees: As an employer, we take wide-ranging measures to enable our
employees to fully realize their development potential. We also work to boost
the satisfaction of our employees and their loyalty to our Group. All this helps
to build our employer brand, which is the main reason why talented people
choose us.
Customers and markets: Our products and services contribute to increase
transparency for market participants and to enable them to price in and inte-
grate market developments, changes and transformations. In this way we ena-
ble our customers and market participants to make better-informed decisions.
Social environment: Our value creation also goes far beyond the areas of di-
rect concern to us as a company. We thus focus on the environment and hu-
man rights aspects of our supply chain and are involved in initiatives to
strengthen the local financial industry.
PDF (A4)
Deutsche Börse Group – Annual report 2023
21
Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Combined management report
Deutsche Börse:
Fundamental information about the Group
Strategy and steering parameters
Economic situation
Non-financial declaration
Risk report
Report on opportunities
Report on expected developments
Report on post-balance sheet date events
Corporate governance statement
Deutsche Börse AG
(disclosures based on HGB)
Takeover-related disclosures
Consolidated financial statements/notes
Remuneration report
Further information
Executive Board & Supervi-
Combined management report
Consolidated financial state-
Remuneration report
Further information
sory Board
Strategy and steering parameters
ments and notes
Strategy and steering parameters
Deutsche Börse Group has an excellent market position in Europe as an operator of market infrastructure. As
a fully integrated end-to-end provider we offer our customers a broad value chain with innovative solutions.
All this has enabled us to exceed the financial targets we set ourselves as part
of our Strategy Compass 2023. We achieved the original guidance for 2023
back in 2022. And we revised the 2023 targets upwards several times during
the course of the year.
Target achievement Compass 2023
Key performance indicators
Net revenue
Target Compass
2023
Target achieve-
ment 2023
~€4.3 billion €5,076.6 million
Earnings before interest, tax, depreciation and amortisation
(EBITDA)
~€2.5 billion €2,944.3 million
The market environment in which we operate is very dynamic. This applies
not only to the markets themselves, which we organise and operate via our
platforms. Our competitive environment as a market infrastructure operator is
also permanently in flux. The provider landscape has consolidated drastically
in the past decades, which has strengthened the remaining operators of mar-
ket infrastructure and enabled them to extend their business in various direc-
tions. New business activities and new customer groups beyond the core busi-
ness have moved to the foreground. Today, market infrastructure providers not
only service the sell-side, like banks and financial service providers, but rather
have extended and diversified their customer target group.
We too have continued to expand our market leadership in the European Un-
ion as a fully integrated end-to-end provider in the financial markets. By this
gradual expansion of our business model we are now also able to cater to the
buy-side as a new customer group. Our broad value chain now includes solu-
tions for investment management, trading and clearing through to securities
services. We have achieved this by both organic growth and targeted acquisi-
tions. We see ourselves as a hybrid of technology company and financial ser-
vices provider, with a value chain that has a high degree of integration and di-
versification. As a result, our business model is characterised by great scalabil-
ity, a low risk profile and low capital intensity, with a high affinity for technol-
ogy at the same time. This is not only a unique sales proposition in interna-
tional competition, but also forms the basis for attractive growth opportunities
and also makes our business model more robust and resilient to market fluctu-
ations or secular shifts.
PDF (A4)
Deutsche Börse Group – Annual report 2023
22
Deutsche Börse Group – Annual report 2023
Executive Board & Supervi-
Combined management report
Consolidated financial state-
Remuneration report
Further information
sory Board
Strategy and steering parameters
ments and notes
Executive and Supervisory Board
Combined management report
Deutsche Börse:
Fundamental information about the Group
Strategy and steering parameters
Economic situation
Non-financial declaration
Risk report
Report on opportunities
Report on expected developments
Report on post-balance sheet date events
Corporate governance statement
Deutsche Börse AG
(disclosures based on HGB)
Takeover-related disclosures
Consolidated financial statements/notes
Remuneration report
Further information
Building on our successful business performance in recent years, we devel-
oped a new strategy entitled Horizon 2026 which we published on 7 Novem-
ber 2023. It defines the strategic direction and financial targets for the years
ahead through to 2026 and thus secures our outstanding market position and
continued viability. The core of Horizon 2026 is the business strategy that we
have mapped out comprehensively and in detail at a Group and segment level.
The relevant strategic aspects of human resources, information technology, en-
vironment, social and governance, and particularly climate action, are integral
parts of our business strategy. Further information on these topics can be
found in the chapter “Non-financial declaration”. The relevant financial strat-
egy for our Group is reflected in the adjusted framework for capital allocation.
It backs up our business strategy and forms the basis for our further corporate
growth.
In our strategy we make a fundamental distinction between organic growth,
generated from existing operations, and inorganic growth by means of focused
acquisitions to expand or deepen our value chain. Organic growth consists
mainly of secular initiatives such as product innovation, additional market
share or new customer gains, as well as cyclical growth due to interest rate ef-
fects or higher trading volumes due to market fluctuations.
Our growth course as defined in Horizon 2026 is built on three strategic pil-
lars.
Strong oorrggaanniicc ggrroowwtthh:: As in the past, organic growth forms the foundation
for Horizon 2026. We benefit from long-term industry trends in attractive
markets and strive for profitable organic growth of around 7 per cent per year
on average. Secular growth is intended to account for by far the largest share
of this.
IInnvveessttmmeenntt MMaannaaggeemmeenntt SSoolluuttiioonnss:: With the acquisition of SimCorp we com-
plement our former activities in the area of data and analytics with a holistic
offering for institutional investors by pooling end-to-end solutions for invest-
ment management and high-quality data in a new segment. In addition, we
expect the acquisition of SimCorp completed in 2023 to deliver an average of
around 3 per cent inorganic growth per year, and so increase the share of re-
curring revenue.
DDiiggiittaall lleeaaddeerrsshhiipp:: We intend to keep expanding our leading role in the digi-
talisation of assets. With D7 we already operate in the Securities Services
segment one of the leading digital infrastructures globally in the post-trade
area with more than 7,000 digital issuances. Cloud technologies and artifi-
cial intelligence also help us to increase our effectiveness and efficiency, and
to open up new business areas at the same time.
Deutsche Börse is aiming for overall growth in net revenue of 10 per cent p.a.
on average until 2026. The reference year for this is 2022. Earnings before in-
terest, taxes, depreciation and amortisation (EBITDA) should increase to an av-
erage of 11 per cent p.a. Earnings per share before the effects of purchase
price allocations (cash EPS) should increase over the same period by an aver-
age of 11 per cent a year.
PDF (A4)
Deutsche Börse Group – Annual report 2023
23
Deutsche Börse Group – Annual report 2023
Executive Board & Supervi-
Combined management report
Consolidated financial state-
Remuneration report
Further information
sory Board
Strategy and steering parameters
ments and notes
Overwiew of targets „Horizon 2026“ targets
in €
Net revenue
Earnings before interest, tax, depreciation and amortisa-
tion (EBITDA)
Cash EPS
Basis 2022
Targets of
“Horizon 2026”
4.3 billion ~ 10 % CAGR
2.5 billion ~ 11 % CAGR
8.61 ~ 11 % CAGR
TTrraaddiinngg && CClleeaarriinngg:: The shift from OTC to on-exchange trading, greater use
of fixed income products in response to restrictive monetary policies, in-
creasing demand for repo products and rising demand for digital assets
FFuunndd SSeerrvviicceess:: The trend towards outsourcing of fund distribution operations
to boost efficiency and the increasing demand for fund data services and an-
alytics
SSeeccuurriittiieess SSeerrvviicceess:: The strong increase in outstanding debt and rising de-
To achieve these targets, we are addressing the following market trends in our
four operating segments.
mand for repo products and financing solutions via the capital markets as a
result of the returning strong positive interest rates
IInnvveessttmmeenntt MMaannaaggeemmeenntt SSoolluuttiioonnss:: The increasing importance of the buy-
side in financial markets and the outsourcing of investment operations to
central service providers, as well as higher demand for index-driven invest-
ments, ESG services and reliable data
Additional cyclical growth components may include higher market volatility in
the Trading & Clearing segment, as well as higher long-term interest rates in
Fund Services and Securities Services. In addition, targeted acquisitions may
also contribute to future growth if they are strategically and financially attrac-
tive.
Executive and Supervisory Board
Combined management report
Deutsche Börse:
Fundamental information about the Group
Strategy and steering parameters
Economic situation
Non-financial declaration
Risk report
Report on opportunities
Report on expected developments
Report on post-balance sheet date events
Corporate governance statement
Deutsche Börse AG
(disclosures based on HGB)
Takeover-related disclosures
Consolidated financial statements/notes
Remuneration report
Further information
PDF (A4)
Deutsche Börse Group – Annual report 2023
24
Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Combined management report
Deutsche Börse:
Fundamental information about the Group
Strategy and steering parameters
Economic situation
Non-financial declaration
Risk report
Report on opportunities
Report on expected developments
Report on post-balance sheet date events
Corporate governance statement
Deutsche Börse AG
(disclosures based on HGB)
Takeover-related disclosures
Consolidated financial statements/notes
Remuneration report
Further information
Executive Board & Supervi-
Combined management report
Consolidated financial state-
Remuneration report
Further information
sory Board
Strategy and steering parameters
ments and notes
Growth drivers ”Horizon 2026“
Segment
Growth drivers
Investment Manage-
ment Solutions
Trading & Clearing
SSooffttwwaarree SSoolluuttiioonnss ((SSiimmCCoorrpp && AAxxiioommaa))::
•• Rising demand for holistic Software as a Service (SaaS) and Business Process as a Service (BPaaS) investment management solutions, where customers can select the services
they need along the investment management value chain and obtain them individually and efficiently
• Increasing importance of the buy-side in the capital markets and general growth of this customer group
• Customer desire for a neutral provider of integrated investment management software, including risk management and analytics solutions, which is also internationally compet-
itive
• Cost pressure from regulation and technological advances are leading to consolidation among providers of investment management software, and increasing demand from
customers for an integrated offering
EESSGG && IInnddeexx ((IISSSS//SSTTOOXXXX))::
•• Increasing demand for an integrated offering of index and ESG products and services that is internationally competitive
• Growing need for high-quality ESG data, research, ratings and benchmark indices due to the growing number of passively managed funds (ETFs)
• Growing need for high-quality ESG data, ratings and research on the part of active asset managers and investors as a result of increasing competitive pressure to outperform
lower-cost ETFs
• Increasing regulation and reporting obligations for companies, investors and funds, such as CSRD and SFDR, which increase the need for market knowledge, ESG data, market
analysis and research
• Synergy effects from the merger with SimCorp & Axioma and ISS & STOXX by pooling competences and distribution activities across products, as well as greater business
expansion in North America
FFiinnaanncciiaall ddeerriivvaattiivveess::
• Interest rate derivatives: Innovative products, such as derivatives based on European sovereign bonds, and additional market share in the segment of short-term interest rate
derivatives (STIRs)
• OTC clearing: Additional market share due to greater efficiency in offsetting OTC and exchange-traded business (cross-margining), and an improved risk model. The current
obligation being discussed by the EU supervisory authorities to use an active cross-margining account within the EU could contribute to gaining additional market share
• Repo: Higher demand for secured money market products as a result of central banks’ withdrawal from the money market and higher financing costs
• Equities and equity index derivatives: Innovative products, such as exchange-traded derivatives on products that were traded over the counter in the past (total return futures),
ESG index derivatives
• Digital assets: Rising demand for digital asset classes
CCoommmmooddiittiieess::
• Electricity: Higher demand for electricity derivatives, driven by (1) higher price fluctuations due to the greater share of renewable energies in the energy mix, (2) uncertainty in
global electricity supply chains and thus higher need for hedging by market participants, (3) increasing trading in electricity derivatives by quant/algo traders, who are now able
to trade on electricity markets as a result of their greater liquidity
FFXX::
• New customer gains and additional market share compared with OTC trading
Fund Services
• New outsourcing customers and service extensions (e.g. distribution and data)
• Expansion of the proposition for asset managers, with regulatory, data-based and digital services from a “one-stop shop”
• Exploit cross-selling potential in the areas of execution, distribution, data and innovation
PDF (A4)
Deutsche Börse Group – Annual report 2023
25
Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Combined management report
Deutsche Börse:
Fundamental information about the Group
Strategy and steering parameters
Economic situation
Non-financial declaration
Risk report
Report on opportunities
Report on expected developments
Report on post-balance sheet date events
Corporate governance statement
Deutsche Börse AG
(disclosures based on HGB)
Takeover-related disclosures
Consolidated financial statements/notes
Remuneration report
Further information
Executive Board & Supervi-
Combined management report
Consolidated financial state-
Remuneration report
Further information
sory Board
Strategy and steering parameters
ments and notes
Growth drivers ”Horizon 2026“
Segment
Growth drivers
Securities Services
• Expand global presence in fixed-income securities services
• Net interest income
• Expand scope and range of securities lending services (e.g. AI-enabled “marriage broking”)
• Scaling opportunities by expanding “platforms as a service” proposition
• D7 as the first completely digital securities infrastructure – further momentum thanks to partnership with Google
• Ongoing strong growth in secular fee income
We review our organic growth initiatives continuously. We capitalize particu-
larly on the expansion in secular growth markets and asset classes. At the
same time we always focus on the needs of our customers and technological
advances. Key initiatives and growth drivers are also described in more detail
in the “Report on opportunities” section.
The “Report on expected developments” section describes expected develop-
ments in the 2024 financial year.
Additionally, the remuneration system for the Executive Board and executive
staff has also created a number of incentives for growth in the individual busi-
ness divisions. The “Remuneration report” provides a detailed description of all
targets.
Financial steering parameters
The most important key performance indicators to manage of our economic sit-
uation are net revenue and EBITDA, since these are vital for the successful ex-
ecution of our growth strategy and set incentives for profitable growth. The ba-
sis is net revenue as reported in the consolidated financial statements. This
consists of sales revenue, plus net treasury income from banking business and
similar business, plus other operating income, less volume-related costs. One
of the most important pillars of the corporate strategy, in addition to absolute
growth, is the profitability of this growth. EBITDA stands for earnings before in-
terest, tax, depreciation and amortisation and as such is a gauge of our opera-
tive earning power. It is a common indicator for measuring profitability. An-
other key financial control criterion is earnings per share before purchase price
allocations (Cash EPS), since all profit and loss effects are reflected in this in-
dicator, and it can therefore be used to measure the successful implementa-
tion of the growth strategy.
PDF (A4)
Deutsche Börse Group – Annual report 2023
26
Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Combined management report
Deutsche Börse:
Fundamental information about the Group
Strategy and steering parameters
Economic situation
Macroeconomic and sector-specific
environment
Business developments
Results of operations
Financial position
Net assets
Overall assessment of the economic
position by the Executive Board
Non-financial declaration
Risk report
Report on opportunities
Report on expected developments
Report on post-balance sheet date events
Corporate governance statement
Deutsche Börse AG
(disclosures based on HGB)
Takeover-related disclosures
Consolidated financial statements/notes
Remuneration report
Further information
Executive Board & Supervi-
Combined management report
Consolidated financial state-
Remuneration report
Further information
sory Board
Economic situation
ments and notes
Economic situation
Deutsche Börse Group remains on a growth path. We increased our net revenue significantly again in 2023.
We benefited from both organic growth and the acquisition of SimCorp.
In the following section we look at the macroeconomic and sector-specific en-
vironment, the course of business, our earnings, the development of profitabil-
ity and other financial performance indicators.
Macroeconomic and sector-specific environment
Secular growth factors and M&A are a core element of our strategy. We can
plan them, manage them and adjust them to external circumstances. Our busi-
ness performance is also influenced by macroeconomic and sector-specific
factors that are beyond our direct control, however.
In 2023 these included:
Persistently high inflation, which did fall over the course of the year, but re-
mained significantly above the central banks’ target rates
The resulting ongoing restrictive monetary policy of central banks in the USA
and Europe, and their insistence that this policy will be pursued until infla-
tion rates approach the desired level
The insolvency of some US banks in mid-March and the consolidation on the
Swiss banking market
Russia’s ongoing war of aggression against Ukraine and the related sanctions
and effects on global supply chains and energy supply
The Hamas attack on Israel in October 2023 and the resulting new escala-
tion in the Israeli-Palestinian conflict in the Middle East since then
In its January 2024 estimate, the International Monetary Fund (IMF) predicted
slower global economic growth of 3.1 per cent for 2023 (2022: +3.5 per
cent). It expects the euro area to grow by 0.5 per cent (2022: +3.5 per cent)
and for the economy in Germany to even contract by 0.3 per cent (2022:
+1.8 per cent).
Business developments
The 2023 financial year was dominated by the activities of central banks to
combat high inflation rates. Inflation declined over the course of the year in
both the USA and Europe, but rates were still too high, making a looser mone-
tary policy impossible.
The ECB raised its deposit rate in several stages, most recently to 4.00 per
cent in September, while the Federal Reserve increased its target range for the
federal funds rate to 5.25-5.50 per cent in July and has left it at this level
since. Both central banks said that any change in their restrictive monetary
policies depended on the future development of key economic indicators.
Higher interest rates mean on the one hand that we profit from higher net in-
terest income in the Securities Services and Fund Services segments. At the
same time there were phases in which higher interest rates increased market
participants’ hedging requirements and led to greater trading activity in fixed
income products in the Trading & Clearing business. Central banks’ withdrawal
from the money market also caused higher demand for repo products. In the
commodities business, trading activity returned to the power markets, with
PDF (A4)
Deutsche Börse Group – Annual report 2023
27
Deutsche Börse Group – Annual report 2023
Executive Board & Supervi-
Combined management report
Consolidated financial state-
Remuneration report
Further information
sory Board
Economic situation
ments and notes
Executive and Supervisory Board
Combined management report
Deutsche Börse:
Fundamental information about the Group
Strategy and steering parameters
Economic situation
Macroeconomic and sector-specific
environment
Business developments
Results of operations
Financial position
Net assets
Overall assessment of the economic
position by the Executive Board
Non-financial declaration
Risk report
Report on opportunities
Report on expected developments
Report on post-balance sheet date events
Corporate governance statement
Deutsche Börse AG
(disclosures based on HGB)
Takeover-related disclosures
Consolidated financial statements/notes
Remuneration report
Further information
new highs towards the end of the year. This was the result of lower and more
stable power prices, which reduced the margin requirements.
Volatility on stock markets, as measured by the VSTOXX, was significantly
lower than the previous year. Higher trading volumes were only seen briefly in
March following the insolvency of several US banks and the consolidation on
the Swiss banking market. The VSTOXX stood at an average of 18 points,
which was 35 per cent lower than the average for the previous year. Trading
activity in securities and equity index derivatives in the Trading & Clearing unit
was correspondingly lower.
Results of operations
Against this backdrop, the results of operations in financial year 2023 were af-
fected significantly by both secular and cyclical growth factors. The biggest
driver of year-on-year net revenue growth in the Group was a sharp rise in in-
terest rates on both sides of the Atlantic, combined with only a moderate de-
cline in cash deposits from our customers in the Securities Services and Fund
Services segments, resulting in very strong growth in net interest income.
Higher interest rates and a downwards trend in the money supply had a posi-
tive impact on the use of interest rate derivatives and repo products in the fi-
nancial derivatives business within the Trading & Clearing segment. In this
context the rise in the outstanding notional volume of centrally cleared over-
the-counter (OTC) traded and euro-denominated interest rate derivatives had a
positive influence on net revenue. In addition, lower margin requirements as a
result of reduced volatility on power and gas markets, and new customer
gains, increased trading volumes for power derivatives in the commodities
business in the Trading & Clearing segment, which was in turn reflected in
higher net revenue. The Investment Management Solutions segment profited
from both continuous product demand in Governance Solutions, Corporate So-
lutions and ESG, and from contract renewals with customers in the Analytics
business. The acquisition of SimCorp, which was fully consolidated into the
Group in the fourth quarter, also made a decisive contribution to M&A growth
in this segment. In contrast to the previous year, which saw a positive one-off
effect of €63 million in total in net revenue, there were no significant non-re-
curring effects on the revenue side in the reporting year.
Our net revenue therefore increased to €5,076.6 million in the financial year
2023 (2022: €4,337.6 million). The net revenue increase of 17 per cent con-
sisted partly of 5 per cent secular growth, which came largely from new cus-
tomer gains and gains in market share, the expansion of customer relation-
ships and product innovations. Cyclical growth effects accounted for a further
7 per cent. The global increase in interest rates deserves particular mention.
Another 5 per cent comes from M&A growth in connection with the acquisition
of SimCorp.
Operating costs rose by 16 per cent to €–2,118.3 million in financial year
2023 (2022: €–1,822.2 million). Around 5 per cent resulted from organic
cost growth, which also includes an increase in the headcount compared with
the previous year, inflation effects and investments in secular growth
measures. 10 per cent of the increase is due to the SimCorp acquisition effect,
related transaction costs of €22 million and the costs of realising potential syn-
ergies in the new Investment Management Solutions segment of €56 million.
PDF (A4)
Deutsche Börse Group – Annual report 2023
28
Deutsche Börse Group – Annual report 2023
Executive Board & Supervi-
Combined management report
Consolidated financial state-
Remuneration report
Further information
sory Board
Economic situation
ments and notes
Executive and Supervisory Board
Combined management report
Deutsche Börse:
Fundamental information about the Group
Strategy and steering parameters
Economic situation
Macroeconomic and sector-specific
environment
Business developments
Results of operations
Financial position
Net assets
Overall assessment of the economic
position by the Executive Board
Non-financial declaration
Risk report
Report on opportunities
Report on expected developments
Report on post-balance sheet date events
Corporate governance statement
Deutsche Börse AG
(disclosures based on HGB)
Takeover-related disclosures
Consolidated financial statements/notes
Remuneration report
Further information
This boosted our earnings before interest, tax, depreciation and amortisation
(EBITDA) by 17 per cent to €2,944.3 million (2022: €2,525.6 million). The
result from financial investments, which is included in EBITDA, came to
€–14.0 million (2022: €10.2 million). In the course of the purchase of minor-
ity interests in ISS and the bundling of expertise in our Investment Manage-
ment Solutions segment, one-off adjustments to the valuation of a contingent
purchase price component resulted in losses of €9 million. The decline was
also due to valuation effects from minority interests.
Amortisation, depreciation and impairment losses came to €418.4 million
(2022: €355.6 million). The change stems mainly from purchase price alloca-
tions for the acquisition of SimCorp in the Investment Management Solutions
segment, as well as a €25 million write-down on intangible assets at Crypto
Finance AG in the Trading & Clearing segment.
Our Group’s financial result of €–74.1 million (2022: €–63.5 million) was
mainly determined by the issue of new corporate bonds with medium and long
maturities, and short-term debt instruments for a total volume of €4 billion to
finance the acquisition of SimCorp. The Group’s tax ratio of around 27 per
cent was slightly higher than the previous year.
Overall, the net profit for financial year 2023 attributable to Deutsche Börse
Group shareholders was €1,724.0 million (2022: €1,494.4 million), which
represents a year-on-year increase of 15 per cent. Undiluted earnings per
share were €9.35 (2022: €8.14) for an average of 185.1 million shares.
Earnings per share before purchase price allocations (cash EPS) stood at
€9.98 (2022: €8.61).
Net profit for the period attributable to non-controlling interests amounted to
€72.8 million (2022: €68.8 million) and comprised mainly earnings attributa-
ble to non-controlling shareholders of EEX and ISS STOXX.
Comparison of results of operations with the forecast for 2023
For financial year 2023 we originally forecast an increase in net revenue to
within a range of €4.5-4.7 billion. We increased this forecast several times
over the course of the financial year, and at the time the results of the third
quarter were published we were predicting net revenue, now including
SimCorp, of around €5.0 billion. In line with our strategy we also anticipated
an increase in secular net revenue growth of at least 5 per cent. Given the very
good cyclical performance in financial year 2022, which was characterised by
much higher market volatility and a global rise in interest rates, we assumed
that the cyclical net revenue contribution in 2023 would be lower, or even
negative. However, as inflation rates increased significantly in both the USA
and Europe, the central banks moved to intervene quickly, resulting in another
significant interest rate hike. Net interest income from the banking business
rose accordingly in the Securities Services and Fund Services segments to a to-
tal of €702.4 million (2022: €260.0 million). In addition, the acquisition of
SimCorp, which was not included in the original forecast for 2023, contributed
another €198.0 million to the Group’s net revenue. With net revenue of
€5,076.6 million we therefore significantly exceeded our original forecast. Net
revenue growth of 17 per cent includes 5 per cent secular growth. This means
we also delivered on our forecast for secular net revenue growth.
PDF (A4)
Deutsche Börse Group – Annual report 2023
29
Deutsche Börse Group – Annual report 2023
Executive Board & Supervi-
Combined management report
Consolidated financial state-
Remuneration report
Further information
sory Board
Economic situation
ments and notes
Furthermore, at the start of the year we predicted an increase in earnings be-
fore interest, tax, depreciation and amortisation (EBITDA) to €2.6-2.8 billion.
Over the course of the financial year this forecast was also raised, to around
€2.9 billion. Our operating costs were mainly affected by the acquisition of
SimCorp and went up by 16 per cent. They include both transaction expenses
and the costs to achieve potential synergies in the new Investment Manage-
ment Solutions segment totalling €79 million. Despite this, EBITDA rose by 17
per cent to €2,944.3 million and so was at the upper end of our forecast.
Comparison forecast 2023 with financial year 2023
Net revenue
Earnings before interest, tax, depreciation and amortisation
Forecast 2023
€bn
Actual 2023
€m
~5.01
~2.92
5,076.6
2,944.3
1) Originally €4.5–4.7 billion (guidance raised over the course of the financial year)
2) Originally ~€2.6–2.8 billion (guidance raised over the course of the financial year)
Comparison of financial position with the forecast for 2023
As part of the ongoing development of our capital management we adjusted
the relevant rating ratios in 2023 (see “Capital management” section). As ex-
pected, our ratio of net debt to EBITDA of 2.19 at year-end was just below the
new maximum figure of 2.25 for rating purposes, due to the acquisition of
SimCorp. The ratio of free funds from operations to net debt of 36 per cent
was slightly below the now minimum target of 40 per cent, as expected,
which was also due to temporarily higher borrowing for the SimCorp transac-
tion. The cash flow from operating activities was again significantly positive.
Based on a dividend proposal to the Annual General Meeting of €3.80 per
share, the distribution quota of 40 per cent is within the range of 30 to 40 per
cent communicated as part of our redeveloped capital management. The divi-
dend of €3.60 proposed the previous year was paid as planned in May. The
cash flow from operating activities was significantly positive. Investment in in-
tangible assets and property, plant and equipment of €264.0 million was not
completely in line with the budget of €300 million.
Development of profitability
Deutsche Börse Group’s return on shareholders’ equity expresses the ratio of
net income after taxes to average equity available to the Group during the
course of 2023. In the reporting year, it was at 19.5 per cent (2022: 18.8 per
cent).
Executive and Supervisory Board
Combined management report
Deutsche Börse:
Fundamental information about the Group
Strategy and steering parameters
Economic situation
Macroeconomic and sector-specific
environment
Business developments
Results of operations
Financial position
Net assets
Overall assessment of the economic
position by the Executive Board
Non-financial declaration
Risk report
Report on opportunities
Report on expected developments
Report on post-balance sheet date events
Corporate governance statement
Deutsche Börse AG
(disclosures based on HGB)
Takeover-related disclosures
Consolidated financial statements/notes
Remuneration report
Further information
PDF (A4)
Deutsche Börse Group – Annual report 2023
30
Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Combined management report
Deutsche Börse:
Fundamental information about the Group
Strategy and steering parameters
Economic situation
Macroeconomic and sector-specific
environment
Business developments
Results of operations
Financial position
Net assets
Overall assessment of the economic
position by the Executive Board
Non-financial declaration
Risk report
Report on opportunities
Report on expected developments
Report on post-balance sheet date events
Corporate governance statement
Deutsche Börse AG
(disclosures based on HGB)
Takeover-related disclosures
Consolidated financial statements/notes
Remuneration report
Further information
Executive Board & Supervi-
Combined management report
Consolidated financial state-
Remuneration report
Further information
sory Board
Economic situation
ments and notes
Investment Management Solutions segment
Key indicators Investment Management Solutions segment
more effective use of our respective assets and resources and offer our custom-
ers even more added value. Net revenue in this unit is made up of licensing,
update and service revenue for on-premise and SaaS solutions, as well as rev-
enue from the analytics business. Revenue from professional services activities
is recognised under Other.
2022
Change
in €m
Net revenue
Software Solutions
On-premises
SaaS (incl. Analytics)
Other
ESG & Index
ESG
Index
Other
Operating costs
EBITDA
2023
863.2
296.9
126.6
124.2
46.1
566.3
242.1
205.6
118.6
651.7
75.4
0
75.4
0
576.3
238.6
215.6
122.1
– 581.1
– 383.2
276.0
261.5
32 %
294 %
n.a.
65 %
n.a.
–2 %
1 %
–5 %
–3 %
52 %
6 %
Since the fourth quarter of 2023 the Investment Management Solutions seg-
ment has consisted of the previous Data & Analytics segment and the business
operations of the newly acquired SimCorp. It is divided into the Software Solu-
tions and the ESG & Index units.
In the Software Solutions unit we report on the activities of SimCorp, which
now also includes the analytics business of Axioma. SimCorp is a renowned
provider of investment management software and offers a market-leading front-
to-back investment management platform. As a Software-as-a-Service-(SaaS)
and Business-Process-as-a-Service-(BPaaS) player for global asset owners, as-
set managers and asset servicers, our open platform provides both flexibility
and operating efficiency for our customers in all asset classes. In today’s fast-
moving markets the top priority is also a comprehensive and agile approach to
portfolio and risk management. For this reason we have bundled the portfolio
construction and risk management solutions from Axioma (Analytics) with our
investment management platform. By combining our strengths we can make
In the ESG & Index unit we report on both the ESG and Index business gener-
ated by our ISS STOXX subsidiary. Under the umbrella of ISS STOXX are the
STOXX Index business (also comprising STOXX® and DAX® indices) as well as
the four existing business units of ISS: ISS Governance, ISS ESG, ISS Corpo-
rate Solutions and ISS Market Intelligence. The combination of robust and di-
verse ESG and governance datasets from ISS with the all-round expertise of
STOXX in producing benchmarks and customer-specific indices, as well as in
index production and settlement, enables ISS STOXX to operate effectively on a
global basis. Net revenue in this business is made up of ETF, exchange and
other licence revenue. While ETF licence revenue depends on the volume in-
vested in exchange-traded index funds (ETFs) based on STOXX® and DAX®,
exchange licence revenue are derived mainly from the volume traded in index
derivatives on STOXX and DAX indices on Eurex. By licensing sustainable in-
dex solutions that mirror the entire index product portfolio, we contribute to the
ESG trend. Net revenue at ISS is made up of ESG revenue, which comprises
corporate and governance solutions, ESG data, research and ESG ratings. Mar-
ket intelligence activities are presented under Other.
In the financial year the Software Solutions unit of the segment profited partic-
ularly from higher net revenue thanks to new customer gains and contract re-
newals by existing customers, which are mainly linked to the timing of trans-
actions. This relates both to the performance in the existing analytics business
and to that of SimCorp. Net revenue from SimCorp was consolidated for the
first time in the fourth quarter of 2023 and was somewhat above our original
expectations due to a higher number of new contracts for software solutions.
As a result of the acquisition, the segment costs were driven largely by the re-
lated transaction costs of €22 million and the costs of €56 million for realising
PDF (A4)
Deutsche Börse Group – Annual report 2023
31
Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Combined management report
Deutsche Börse:
Fundamental information about the Group
Strategy and steering parameters
Economic situation
Macroeconomic and sector-specific
environment
Business developments
Results of operations
Financial position
Net assets
Overall assessment of the economic
position by the Executive Board
Non-financial declaration
Risk report
Report on opportunities
Report on expected developments
Report on post-balance sheet date events
Corporate governance statement
Deutsche Börse AG
(disclosures based on HGB)
Takeover-related disclosures
Consolidated financial statements/notes
Remuneration report
Further information
Executive Board & Supervi-
Combined management report
Consolidated financial state-
Remuneration report
Further information
sory Board
Economic situation
ments and notes
potential synergies (costs to achieve) in the new Investment Management So-
lutions segment.
Trading & Clearing segment
Key indicators Trading & Clearing segment
The ESG & Index unit saw sustained a stable for ESG products, which institu-
tional investors and banks use to develop sustainable investment strategies
and for ESG reporting. The corporate solutions offered by ISS for companies
also continued to experience interest. Compared with the previous year, the
exchange rate effects of a weaker US dollar on average had a slightly negative
impact on net revenue.
In the Index business, lower trading activity in equity index derivatives on our
derivatives exchange Eurex had an impact on Index net revenue. It declined
year on year by 10 per cent. By contrast, the trend towards exchange-traded
index funds and correspondingly higher investment volumes support business
with ETF licences. It increased by 5 per cent compared with the previous year.
Net revenue in the Index unit was therefore slightly up on the previous year.
However, Index net revenue the previous year included a one-off, volume-
based licence fee reimbursement of €19 million from the Trading & Clearing
segment.
in €m
Net revenue
Financial derivatives
Equities
Interest rates
Margin fees
Other
Commodities
Power
Gas
Other
Cash equities
Trading
Other
Foreign exchange
Operating costs
EBITDA
2023
2022
Change
2,262.8
1,264.3
2,187.1
1,234.4
471.0
397.1
91.0
305.2
565.0
241.5
101.7
221.8
293.9
126.5
167.4
139.6
509.0
367.9
117.6
239.9
475.5
183.3
89.2
203.0
344.4
176.2
168.2
132.8
– 914.6
– 876.3
1,349.4
1,330.8
3 %
2 %
– 7 %
8 %
– 23 %
27 %
19 %
32 %
14 %
9 %
– 15 %
– 28 %
– 0 %
5 %
4 %
1 %
The Trading & Clearing segment comprises four asset classes: financial deriva-
tives, commodities, cash equities and foreign exchange. In the financial deriv-
atives asset class, we report on the performance in the financial derivatives
trading and clearing business at Eurex exchange. Performance is driven mainly
by the trading activities of institutional investors and other professional market
participants and depends, to a large extent, on our clients’ hedging needs and
market volatility. Revenue is also generated from marketing data and manag-
ing collateral.
PDF (A4)
Deutsche Börse Group – Annual report 2023
32
Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Combined management report
Deutsche Börse:
Fundamental information about the Group
Strategy and steering parameters
Economic situation
Macroeconomic and sector-specific
environment
Business developments
Results of operations
Financial position
Net assets
Overall assessment of the economic
position by the Executive Board
Non-financial declaration
Risk report
Report on opportunities
Report on expected developments
Report on post-balance sheet date events
Corporate governance statement
Deutsche Börse AG
(disclosures based on HGB)
Takeover-related disclosures
Consolidated financial statements/notes
Remuneration report
Further information
Executive Board & Supervi-
Combined management report
Consolidated financial state-
Remuneration report
Further information
sory Board
Economic situation
ments and notes
In the commodities asset class, we report on trading activities on the EEX
Group’s platforms in Europe, Asia and North America. The EEX Group operates
marketplaces and clearing houses for energy and commodity products, con-
necting more than 800 participants around the world. The product portfolio
comprises contracts on power, environmental, freight and agricultural prod-
ucts. The EEX Group’s most important revenue drivers are the power spot and
derivatives markets, and the gas markets. These include products such as
green power derivatives, emissions trading and certificates of origin.
The cash equities asset class shows the development of our trading venues in
the cash market (Xetra® and the Frankfurt Stock Exchange). Besides trading
and clearing services income, revenue stems from the ongoing listing of com-
panies’ securities and exchange admissions, the marketing of trading data, in-
frastructure services and from services provided to partner exchanges.
The segment also includes the foreign exchange asset class, which reports on
business performance on the trading platforms operated by our subsidiary
360T. Net revenue is generated mainly by the trading activities of institutional
investors, banks and internationally active companies.
Uncertainty among market participants declined noticeably year on year in
2023, which was reflected in lower volatility on equities and commodities
markets. Market volatility on stock markets, as measured by the VSTOXX, fell
by 35 per cent. Hedging requirements fell as a result, and so trading activities
in equity index derivatives were down by 9 per cent in the Financial deriva-
tives unit. It was offset by an increase of 6 per cent in trading with interest
rate derivatives due to higher interest rates. Changes in the interest rate envi-
ronment also had a positive impact on the outstanding notional volume of
over-the-counter (OTC) and euro-denominated interest rate derivatives in cen-
tral clearing, which were up year on year by 19 per cent. Combined with the
central banks’ more restrictive monetary policy, repo transactions in the Finan-
cial derivatives, Other unit in particular saw strong demand from market par-
ticipants and contributed €86 million to net revenue (2022: €51 million).
The Russian invasion of Ukraine and the resulting uncertainty concerning the
security of European gas and broader energy supplies dominated the financial
year 2022, but the gas and power markets were calmer in the reporting pe-
riod. Prices of the respective reference products for power and gas in the CCoomm--
mmooddiittiieess unit therefore fell significantly from their record highs in 2022. This
reduced the margin required for trading in derivatives substantially, which had
a distinctly positive effect on the futures markets. The trading volume in power
derivatives climbed year on year by 38 per cent and in gas derivatives by 18
per cent. The unit also profited from new customer gains, which stemmed
partly from the fact that centrally cleared offerings are highly competitive com-
pared with the OTC market. Commodities, Other, reported a higher net reve-
nue contribution from collateral management fees resulting from the significant
increase in interest rates in both Europe and the USA.
As with our European competitors, in addition to a decline in market volatility,
the high interest rate environment also weighed on equity trading in CCaasshh eeqq--
uuiittiieess. It was only towards the end of the year that key indices like the DAX
picked up sharply, reaching all-time highs in some cases. This was only partly
able to offset a general decline in the order book volume of 31 per cent, how-
ever. Xetra’s market share as the reference market for trading in DAX shares
was again over 60 per cent, as in the previous year.
In Foreign exchange we increased the average daily trading volume on our
platform by 6 per cent in the reporting year, despite lower volatility in the
EUR/USD exchange rate. Net revenue in this unit performed correspondingly
well.
PDF (A4)
Deutsche Börse Group – Annual report 2023
33
Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Combined management report
Deutsche Börse:
Fundamental information about the Group
Strategy and steering parameters
Economic situation
Macroeconomic and sector-specific
environment
Business developments
Results of operations
Financial position
Net assets
Overall assessment of the economic
position by the Executive Board
Non-financial declaration
Risk report
Report on opportunities
Report on expected developments
Report on post-balance sheet date events
Corporate governance statement
Deutsche Börse AG
(disclosures based on HGB)
Takeover-related disclosures
Consolidated financial statements/notes
Remuneration report
Further information
Executive Board & Supervi-
Combined management report
Consolidated financial state-
Remuneration report
Further information
sory Board
Economic situation
ments and notes
The fund distribution business was also faced with the same market trends de-
scribed above in the financial year. New customer wins and the transfer of
new customer portfolios could not fully make up for a slight decline in average
fund distribution assets. Net revenue in this unit fell slightly year on year as a
result.
2022
Change
In April 2023 we announced that Clearstream Fund Centre S.A. had received
its own banking licence in Luxembourg and so was independent in the market,
but will remain closely linked with Clearstream’s national and international
central depositories (CSD, ICSD) in order to exploit synergies between the units
for the benefit of our customers. Due to the increased independence of our
fund services business from the securities business, the relevant portion of the
net interest income from banking business of €57 million was reclassified
from Securities Services to Fund Services (Other). At the same time, the sepa-
ration resulted in a transfer of net revenue of €16 million from Fund Services
to Securities Services (Custody, Settlement and Other).
Other net revenue also includes the fund data business of Kneip, which was
consolidated in the second quarter 2022.
Fund Services segment
Key indicators Fund Services segment
in €m
Net revenue
Fund settlement
Fund distribution
Other
Operating costs
EBITDA
2023
439.9
213.9
85.3
140.7
375.9
211.5
89.7
74.7
– 209.8
– 171.5
226.7
203.8
17 %
1 %
– 5 %
88 %
22 %
11 %
The Fund Services segment pools order routing and settlement activity and
custody volumes of mutual, exchange-traded, and alternative funds processed
by Clearstream in the fund processing unit. Clients can settle and manage
their entire fund portfolio across all asset classes on the Vestima® fund pro-
cessing platform. The fund distribution business consists of the distribution
platform at Clearstream Fund Centre. Fund Services therefore offers one of the
leading fund services platforms in the European market for distribution part-
ners, banks, asset managers and fund providers. Net revenue in this segment
is largely a function of the volume and value of assets under custody and the
number of orders and settlements processed. In addition, Other net revenue in
the Fund Services segment includes the net interest income from the fund set-
tlement business and net revenue from fund data management, which largely
stems from the acquisition of Kneip S.A.
The financial year 2023 was challenging for the European fund industry. On
the one hand, fund prices profited from higher European equities indices than
in the previous year. On the other hand, higher interest rates resulted in out-
flows from actively managed funds. On balance, the value of assets under cus-
tody was roughly the same as the previous year. The market environment also
had a slightly negative impact on the number of securities settled. Net revenue
from fund settlement was therefore only slightly up on the previous year.
PDF (A4)
Deutsche Börse Group – Annual report 2023
34
Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Combined management report
Deutsche Börse:
Fundamental information about the Group
Strategy and steering parameters
Economic situation
Macroeconomic and sector-specific
environment
Business developments
Results of operations
Financial position
Net assets
Overall assessment of the economic
position by the Executive Board
Non-financial declaration
Risk report
Report on opportunities
Report on expected developments
Report on post-balance sheet date events
Corporate governance statement
Deutsche Börse AG
(disclosures based on HGB)
Takeover-related disclosures
Consolidated financial statements/notes
Remuneration report
Further information
Executive Board & Supervi-
Combined management report
Consolidated financial state-
Remuneration report
Further information
sory Board
Economic situation
ments and notes
active liquidity management by our customers. Since the first quarter of 2023
around €90 million of the net interest income from banking business has been
segregated as assets under sanctions held by us, of which €14 million relates
to prior periods. This is therefore not shown in net revenue. When the fund
business was spun out of Clearstream, the relevant portion of net interest in-
come from banking business and other effects were reclassified from Securities
Services to Fund Services (Other), as described in the Fund Services segment.
Ongoing high issuance by companies and the public sector, as well as the
general increase in share prices as a result of buoyant markets, led to growth
of 6 per cent in assets under custody in 2023. The principal contribution
came from the year-on-year change in the volumes of debt instruments held by
our national and international central securities depositories (CSD, ICSD).
These also rose by 6 per cent on average. The custody unit also reports on col-
lateral management and the securities lending business. A more restrictive
monetary policy and higher interest rates caused a significant increase of 14
per cent in outstanding volume compared with the previous year. The securi-
ties settlement business also saw solid growth of 6 per cent in the financial
year. The key driver in this area was an increase in the settlement of OTC se-
curities.
Net revenue the previous year included a disposal gain of some €50 million
from the sale of our stake in the European transaction register REGIS-TR. This
was recognised in Other net revenue.
Securities Services segment
Key indicators Securities Services segment
in €m
Net revenue
Custody
Settlement
Net interest income from banking business
Other
Operating costs
EBITDA
2023
2022
Change
1,510.7
1,122.9
615.1
114.4
645.5
135.7
– 412.8
1,092.2
585.0
104.8
260.0
173.11
– 391.2
729.5
35 %
5 %
9 %
148 %
– 22 %
6 %
50 %
1) The deconsolidation of REGIS-TR was completed on 31 March 2022 and includes a disposal gain of
€50 million.
Our settlement and custody activities are reported under the Securities Services
segment. In providing the post-trade infrastructure for Eurobonds and other se-
curities markets, our subsidiary Clearstream is responsible for the issuance,
settlement, management, and custody of securities from 60 domestic markets
worldwide, plus the international market. Net revenue in this segment is
driven mainly by the volume and value of assets under custody, which deter-
mine the custody fees. The settlement business depends primarily on the
number of settlement transactions processed by Clearstream via stock ex-
changes as well as over-the-counter (OTC). The segment also includes net in-
terest income from banking business, which represents a significant portion of
the segment’s net revenue due to the steep rise in global interest rates.
Net revenue in the Securities Services segment was affected most in 2023 by
the monetary policy measures taken by central banks around the world in re-
sponse to higher inflation. Net interest income from banking business, which
in the Securities Services segment stems from cash deposits by our clients,
profited significantly from higher base rates in both the USA and Europe. The
volume of cash balances fell by 6 per cent, by contrast, which indicates more
PDF (A4)
Deutsche Börse Group – Annual report 2023
35
Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Combined management report
Deutsche Börse:
Fundamental information about the Group
Strategy and steering parameters
Economic situation
Macroeconomic and sector-specific
environment
Business developments
Results of operations
Financial position
Net assets
Overall assessment of the economic
position by the Executive Board
Non-financial declaration
Risk report
Report on opportunities
Report on expected developments
Report on post-balance sheet date events
Corporate governance statement
Deutsche Börse AG
(disclosures based on HGB)
Takeover-related disclosures
Consolidated financial statements/notes
Remuneration report
Further information
Executive Board & Supervi-
Combined management report
Consolidated financial state-
Remuneration report
Further information
sory Board
Economic situation
ments and notes
Financial position
Cash flow
Consolidated cash flow statement (condensed)
in €m
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 at 31 December
Other cash and bank balances as at 31 December
2023
2022
2,482.5
2,549.0
2,141.6
2,483.6
– 3,997.2
– 1,406.5
2,293.4
2,955.2
1,655.1
– 951.1
2,128.2
1,275.6
Cash and cash equivalents at Deutsche Börse Group, i.e. its liquidity, com-
prise cash and bank balances – to the extent that these do not result from rein-
vesting 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. Change in other cash and bank balances was affected by
cash used for acquisitions, as well as cash outflows from operating activities.
Cash flow from operating activities was €2,482.5 million (2022:
€2,141.6 million) before changes in CCP positions on the reporting date and
was made up primarily of net income for the period of €1,796.8 million
(2022: €1,563.2 million) and from changes in working capital.
Cash outflows for investing activities amounted to €3,997.2 million in 2023
(2022: €1,406.5 million) and were largely driven by the acquisition of
SimCorp and fluctuations between short and long-term investments of cus-
tomer funds. The acquisition of SimCorp led to a cash outflow of €3,887.3
million. Capital expenditure on intangible assets and property, plant and
equipment of €264.0 million (2022: €323.5 million) was slightly below the
planning framework of around €300 million and related primarily to IT and
growth investments.
Cash inflow from financing activities was €2,206.9 million (2022: cash out-
flow of €951.1 million) and in addition to the dividend payment for the 2022
financial year of €661.5 million (2022: dividend for the 2021 financial year
of €587.6 million), included three bonds with a nominal volume of €3,000.0
million to finance the SimCorp acquisition.
Cash flow for 2023, which is the sum of all inflows and outflows of cash from
operating, investing and financing activities, came to €845.2 million (2022:
€126.0 million) and was dominated by cash flow from operating activities.
The positive cash flow from operating activities, sufficient credit lines and our
flexible management and planning system meant that we were again ade-
quately supplied with liquidity in 2023.
For further details of cash flow, see the consolidated cash flow statement and
note 21 to the consolidated financial statements.
PDF (A4)
Deutsche Börse Group – Annual report 2023
36
Deutsche Börse Group – Annual report 2023
Executive Board & Supervi-
Combined management report
Consolidated financial state-
Remuneration report
Further information
sory Board
Economic situation
ments and notes
Liquidity management
We mainly cover our operational liquidity needs by means of internal financ-
ing, i.e. by retaining earnings. Our aim is to hold sufficient liquidity to be able
to meet all our payment obligations as they fall due. We have an intra-Group
cash pool to aggregate our surplus cash as far as regulatory and legal provi-
sions allow. Generally speaking, we invest cash on a short-term basis, in order
to ensure rapid availability, and it is largely secured by liquid bonds from
prime-rated issuers. Moreover, we have access to external sources of financ-
ing, such as bilateral and syndicated credit lines, as well as a commercial pa-
per programme (see note 24 to the consolidated financial statements for de-
tails of financial risk management). In recent years, we have leveraged our ac-
cess to the capital markets to issue corporate bonds in order to meet our struc-
tural financing needs.
Debt instruments issued by Deutsche Börse AG (outstanding as at 31 December 2023)
Type
Issue volume
ISIN
Fixed-rate bearer bond
Fixed-rate bearer bond
Fixed-rate bearer bond
Fixed-rate bearer bond
Fixed-rate bearer bond
€500 m DE000A1684V3
€500 m DE000A3H2457
€600 m DE000A2LQJ75
€600 m DE000A3MQXZ2
€500 m DE000A3H2465
Term to
10 years
5 years
10 years
10 years
10 years
Maturity
Coupon (p.a.)
Listing
October 2025
February 2026
March 2028
April 2032
1.625%
Luxembourg/ Frankfurt
0.000%
Luxembourg/ Frankfurt
1.125%
Luxembourg/ Frankfurt
1.500%
Luxembourg/ Frankfurt
February 2031
0.125%
Luxembourg/ Frankfurt
Fixed-rate bearer bond (hybrid bond)
€600 m DE000A289N78
Fixed-rate bearer bond (hybrid bond)
€500 m DE000A3MQQV5
Call date 7 years/
final maturity in 27 years
Call date 6.25 years/
final maturity in 26.25 years
June 2027/ June 2047 1.250 % (until call date)
Luxembourg/ Frankfurt
June 2028/ June 2048 2.000 % (until call date)
Luxembourg/ Frankfurt
Fixed-rate bearer bond
Fixed-rate bearer bond
Fixed-rate bearer bond
€1,000 m DE000A351ZR8
€750 m DE000A351ZS6
€1,250 m DE000A351ZT4
3 years
6 years
September 2026
September 2029
10 years
September 2033
3.875%
3.750%
3.875%
Luxemburg/Frankfurt
Luxemburg/Frankfurt
Luxemburg/Frankfurt
Executive and Supervisory Board
Combined management report
Deutsche Börse:
Fundamental information about the Group
Strategy and steering parameters
Economic situation
Macroeconomic and sector-specific
environment
Business developments
Results of operations
Financial position
Net assets
Overall assessment of the economic
position by the Executive Board
Non-financial declaration
Risk report
Report on opportunities
Report on expected developments
Report on post-balance sheet date events
Corporate governance statement
Deutsche Börse AG
(disclosures based on HGB)
Takeover-related disclosures
Consolidated financial statements/notes
Remuneration report
Further information
PDF (A4)
Deutsche Börse Group – Annual report 2023
37
Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Combined management report
Deutsche Börse:
Fundamental information about the Group
Strategy and steering parameters
Economic situation
Macroeconomic and sector-specific
environment
Business developments
Results of operations
Financial position
Net assets
Overall assessment of the economic
position by the Executive Board
Non-financial declaration
Risk report
Report on opportunities
Report on expected developments
Report on post-balance sheet date events
Corporate governance statement
Deutsche Börse AG
(disclosures based on HGB)
Takeover-related disclosures
Consolidated financial statements/notes
Remuneration report
Further information
Executive Board & Supervi-
Combined management report
Consolidated financial state-
Remuneration report
Further information
sory Board
Economic situation
ments and notes
Capital management
We further developed our capital management strategy in 2023. We are aim-
ing to maintain our strong rating at Group level, which was changed to AA- af-
ter the SimCorp takeover. Furthermore, we endeavour to maintain the strong
AA credit ratings of our subsidiaries Clearstream Banking S.A. and Clearstream
Banking AG, in order to ensure their long-term success in securities settlement
and custody. The activities of our Eurex Clearing AG subsidiary also require
strong credit quality.
To keep these good credit ratings we aim for the following relevant key perfor-
mance indicators going forward:
Net debt to EBITDA ratio: no more than 2.25
Free funds from operations (FFO) to net debt: at least 40 per cent
Interest cover ratio: at least 14
Tangible equity (for Clearstream Banking S.A.): at least €1,100 m
We follow the methodology of S&P Global Ratings closely when calculating
these ratios.
Interest expenses for rating purposes are calculated on the basis of interest
expenses for financing, less interest expenses of Group entities which are
also financial institutions. These include Clearstream Banking S.A., Clear-
stream Banking AG and Eurex Clearing AG. Interest expenses which are not
related to our financing are not included in the calculation of interest ex-
penses. Only 50 per cent of the hybrid bonds are counted towards interest
expenses. Interest expenses for rating purposes in 2023 came to €86 mil-
lion.
The following table “Relevant parameters” illustrates our calculation methodol-
ogy and shows the values for the reporting year.
Relevant parameters
Net debt / EBITDA
Free funds from operations (FFO) / net debt
%
Interest coverage ratio
Tangible equity of Clearstream Banking S.A.
(as at the reporting date)
Target figures
≤ 2.25
≥ 40
≥ 14
2023
2.19
36
35
€m
≥ 1,100
1.648
To determine EBITDA for rating purposes, reported EBITDA is adjusted by
the result from financial investments, as well as by unfunded pension obliga-
tions. EBITDA for rating purposes in 2023 was €2,970 million.
FFO for rating purposes is calculated by deducting interest and tax payments
As expected, the acquisition of SimCorp in September 2023 meant that the
target for FFO in relation to net debt was undershot slightly. Since we generate
significant cash flow from our operating business, we expect to reduce debt
quickly and achieve the ratings targets in 2024.
from EBITDA for rating purposes. FFO for rating purposes in 2023 was
€2,307 million.
The Group’s net debt for rating purposes is reconciled by first deducting
50 per cent of the hybrid bond, as well as the surplus cash as at the report-
ing date, from gross debt (i.e. from interest-bearing liabilities). Liabilities
from operating leases and unfunded pension obligations are then added. Net
debt for rating purposes in 2023 was €6,493 million.
PDF (A4)
Deutsche Börse Group – Annual report 2023
38
Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Combined management report
Deutsche Börse:
Fundamental information about the Group
Strategy and steering parameters
Economic situation
Macroeconomic and sector-specific
environment
Business developments
Results of operations
Financial position
Net assets
Overall assessment of the economic
position by the Executive Board
Non-financial declaration
Risk report
Report on opportunities
Report on expected developments
Report on post-balance sheet date events
Corporate governance statement
Deutsche Börse AG
(disclosures based on HGB)
Takeover-related disclosures
Consolidated financial statements/notes
Remuneration report
Further information
Executive Board & Supervi-
Combined management report
Consolidated financial state-
Remuneration report
Further information
sory Board
Economic situation
ments and notes
We intend not to allow tangible equity (equity less intangible assets) of Clear-
stream Banking S.A. to fall below €1,100 million. Clearstream Banking S.A.
achieved this during the year under review, with a figure of €1,648 million.
In November 2023 we announced a share buy-back programme for 2024 on
the basis of the authorisation granted by the Annual General Meeting on 8
May 2019. Company shares are to be bought back for a total cost of up to
€300.0 million (without incidental expenses) in the period to 3 May 2024.
S&P Global Ratings bases the calculation of key performance indicators on the
corresponding weighted average of the reported or expected results of the pre-
vious, the current and the following reporting period. To ensure the transpar-
ency of the key performance indicators, we report them based on the current
reporting period.
Credit ratings
Credit ratings
Dividends and share buy-backs
We aim to distribute dividends equivalent to between 30 and 40 per cent of
net profit for the period attributable to Deutsche Börse AG shareholders. Within
this range, we manage the actual payout ratio mainly in relation to our busi-
ness performance and based on continuity considerations. In addition, we plan
to invest the remaining available funds primarily in our external development.
Should the Group not be able to invest these funds, additional distributions,
particularly in the form of share buy-backs, would be another possible use for
them.
At the Annual General Meeting we will be proposing to pay a dividend of
€3.80 per no-par value share for the financial year 2023 (2022: €3.60). This
dividend is equivalent to a distribution ratio of 40 per cent of net profit for the
period attributable our shareholders. Given 185.1 million no-par shares bear-
ing dividend rights, this would result in a total dividend payment of
€703.4 million (2022: €661.6 million). The number of shares with dividend
rights is produced by deducting 4.9 million treasury shares from our ordinary
share capital of 190.0 million shares.
Deutsche Börse AG
S&P Global Ratings
Clearstream Banking S.A.
Fitch Ratings
S&P Global Ratings
Clearstream Banking AG
S&P Global Ratings
Long-term
Short-term
AA–
A–1+
AA
AA
F1+
A–1+
AA
A–1+
Our credit quality is reviewed regularly by S&P Global Ratings, while Clear-
stream Banking S.A. is rated by Fitch Ratings and S&P Global Ratings, and
Clearstream Banking AG by S&P Global Ratings.
On 21 December 2023, Fitch Ratings affirmed the AA credit rating of Clear-
stream Banking S.A. with a stable outlook. The rating reflects Clearstream
Banking’s leading position in the post-trade business, its diligent liquidity
management as well as its impeccable capitalisation.
PDF (A4)
Deutsche Börse Group – Annual report 2023
39
Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Combined management report
Deutsche Börse:
Fundamental information about the Group
Strategy and steering parameters
Economic situation
Macroeconomic and sector-specific
environment
Business developments
Results of operations
Financial position
Net assets
Overall assessment of the economic
position by the Executive Board
Non-financial declaration
Risk report
Report on opportunities
Report on expected developments
Report on post-balance sheet date events
Corporate governance statement
Deutsche Börse AG
(disclosures based on HGB)
Takeover-related disclosures
Consolidated financial statements/notes
Remuneration report
Further information
Executive Board & Supervi-
Combined management report
Consolidated financial state-
Remuneration report
Further information
sory Board
Economic situation
ments and notes
As expected, S&P Global Ratings put its credit rating for Deutsche Börse AG on
“Creditwatch Negative” on 28 April 2023 following the announcement of the
SimCorp transaction. After the transaction and the related additional borrowing
were completed on 20 September 2023 it then downgraded the credit rating
from AA to AA-, also as expected. This did not affect the credit ratings for
Clearstream Banking AG and Clearstream Banking S.A. S&P Global Ratings
confirmed its AA- credit rating for Deutsche Börse AG and its AA credit rating
for Clearstream Banking AG and Clearstream Banking S.A. on 29 January
2024. Deutsche Börse AG’s rating reflects the assumption that the Group will
continue its growth strategy. Clearstream Banking S.A.’s rating reflects its
strong risk management, minimal debt levels and strong position on the inter-
national capital markets – especially through its international custody and
transaction business.
Net assets
Consolidated balance sheet (extract)
in €m
ASSETS
Non-current assets
thereof intangible assets
thereof goodwill
thereof other intangible assets
thereof financial assets
31 Dec 2023 31 Dec 20221
237,726.9
268,903.5
23,416.7
20,758.4
12,478.6
8,213.3
3,035.3
8,610.0
5,913.7
1,942.6
9,870.4
11,322.8
thereof financial assets measured at amortised cos
1,801.9
1,894.7
thereof financial assets measured at FVOCI
222.7
182.8
thereof financial instruments held by central counterpar-
ties
Current assets
thereof financial instruments held by central counterpar-
ties
thereof restricted bank balances
thereof other cash and bank balances
Significant changes to net assets are described below. The full consolidated
statement of financial position can be found in the consolidated financial state-
ments.
EQUITY AND LIABILITIES
Equity
Liabilities
thereof non-current liabilities
thereof financial instruments held by central counterpar-
ties
thereof financial liabilities measured at amortised cost
thereof deferred tax liabilities
thereof current liabilities
thereof financial instruments held by central counterpar-
ties
7,667.6
9,078.4
214,310.2
248,145.2
137,904.9
129,932.8
53,669.4
93,538.3
1,655.1
1,275.6
237,726.9
268,903.5
10,100.2
9,060.9
227,626.7
259,842.6
16,206.7
14,183.8
7,667.6
7,484.0
789.2
9,078.4
4,535.0
388.2
211,420.0
245,658.8
137,341.9
129,568.8
thereof financial liabilities measured at amortised cost
18,691.7
19,522.6
thereof cash deposits by market participants
53,401.3
93,283.1
1) Previous year adjusted, see note 3.
PDF (A4)
Deutsche Börse Group – Annual report 2023
40
Deutsche Börse Group – Annual report 2023
Executive Board & Supervi-
Combined management report
Consolidated financial state-
Remuneration report
Further information
sory Board
Economic situation
ments and notes
Technical closing-date items
The “financial instruments of the central counterparties” item relates to the
function performed by Eurex Clearing AG, European Commodity Clearing AG
as well as Nodal Clear, LLC. Since they act as the central counterparties for
Deutsche Börse Group’s various markets, their financial instruments are car-
ried in the balance sheet at their fair value. The financial instruments of the
central counterparties are described in detail in the section “Risk report” of the
combined management report and in notes 12 and 24 to the consolidated fi-
nancial statements.
Market participants linked to the Group’s clearing houses partly provide collat-
eral in the form of cash deposits, which are subject to daily adjustments. The
cash deposits are generally invested on a secured basis overnight by the cen-
tral counterparties and reported in the balance sheet under “restricted bank
balances”. The total value of cash deposits at the reporting dates relevant for
the reporting period (31 March, 30 June, 30 September and 31 December)
varied between €46.8 billion and €58.9 billion (2022: €53.4 billion and
€119.5 billion).
Executive and Supervisory Board
Combined management report
Deutsche Börse:
Fundamental information about the Group
Strategy and steering parameters
Economic situation
Macroeconomic and sector-specific
environment
Business developments
Results of operations
Financial position
Net assets
Overall assessment of the economic
position by the Executive Board
Non-financial declaration
Risk report
Report on opportunities
Report on expected developments
Report on post-balance sheet date events
Corporate governance statement
Deutsche Börse AG
(disclosures based on HGB)
Takeover-related disclosures
Consolidated financial statements/notes
Remuneration report
Further information
Deutsche Börse Group’s total assets fell year-on-year by 12 per cent. The in-
crease in non-current assets resulted mainly from the SimCorp acquisition,
which is reflected in higher intangible assets, and from exchange rate-related
fluctuations in goodwill. The decline in current assets was particularly due to
the volatility of restricted bank balances and financial instruments of the cen-
tral counterparties at the reporting date.
Group equity rose by 11 per cent compared with the previous year. This was
due mainly to the net profit for the reporting year 2023, less the dividend pay-
ment for the previous financial year 2022.
Deutsche Börse Group invested a total of €264.0 million in the reporting year
(2022: €323.5 million) in intangible assets and property plant and equipment
(capital expenditure, CapEx), mainly in connection with IT and growth invest-
ments.
Working capital
Working capital comprises current assets less current liabilities, excluding
technical closing-date items. Current assets, excluding technical closing-date
items, amounted to €2,298.9 million (2022: €2,588.6 million). As Deutsche
Börse Group collects fees for most of its services on a monthly basis, the trade
receivables of €1,832.2 million included in current assets as at 31 December
2023 were relatively low compared with net revenue (31 December 2022:
€2,289.2 million). The decline in trade receivables was particularly due to
open items as at the reporting date from the market volatility of the sports mar-
kets within EEX Group, which were offset by a decline in trade payables at the
same time. The current liabilities of the Group, excluding technical closing-
date items, amounted to €2,312.6 million (2022: €2,763.3 million, exclud-
ing technical closing-date items). For this reason the Group had slightly nega-
tive working capital of €13.8 million at year-end (2022: negative working cap-
ital of €174.7 million).
PDF (A4)
Deutsche Börse Group – Annual report 2023
41
Deutsche Börse Group – Annual report 2023
Executive Board & Supervi-
Combined management report
Consolidated financial state-
Remuneration report
Further information
sory Board
Economic situation
ments and notes
Overall assessment of the economic position by the
Executive Board
The persistently high inflation rates in both the USA and Europe meant that
there was a focus on intervention by central banks in the financial year 2023.
The resulting rapid interest rate rises boosted market participants’ need for
hedging with interest rate derivatives, but also had a significantly positive ef-
fect on growth in net interest income from banking business in the Securities
Services and Fund Services segments. Fears of recession and uncertainty con-
cerning the future direction of interest rates subdued share trading and also led
to outflows from fund assets under management. It was only as inflation rates
began to recede sustainably and with the prospect of an end to further interest
rate increases that equity indices picked up again strongly in the fourth quarter
of 2023. Compared with the record highs in 2022, price volatility and the re-
lated volumes of capital committed to power and gas markets declined signifi-
cantly. Trading activity rose accordingly, particularly in power derivatives. With
net revenue of €5,076.6 million, we achieved year-on-year growth of 17 per
cent for the Group, which was above our expectations. Of the total, 5 per cent
is due to secular growth and 7 per cent to cyclical growth effects. The acquisi-
tion of SimCorp, which was consolidated in the Group for the first time in the
fourth quarter of the financial year, contributed another 5 per cent from M&A
growth. The increase in costs was also mostly related to the acquisition of
SimCorp, and included extraordinary transaction expenses and the costs of re-
alising potential synergies (costs to achieve) in the new Investment Manage-
ment Solutions segment totalling €79 million. Earnings before interest, taxes,
depreciation and amortisation (EBITDA) increased year on year by 17 per cent
to €2,944.3 million, which was slightly higher than our expectations in view
of the effects mentioned above. Additional borrowing to finance the acquisition
also affected the financial result, which changed accordingly to €74.0 million.
On this basis we consider that Deutsche Börse Group’s financial position re-
mained very solid during the reporting period. As in prior years we reported
strong cash flow from operating activities. The ratio of net debt to EBITDA,
which is important for the credit rating, came to 2.19 and was thus below the
now applicable limit of 2.25.
As in recent years, we are again offering shareholders a higher dividend for the
2023 financial year. The proposed dividend is €3.80 (2022: €3.60), repre-
senting a year-on-year increase of 6 per cent. We also decided in 2023 to
carry out a share buyback programme with a volume of €300 million, which
began on 2 January 2024 and should be completed by 3 May 2024 at the
latest. The proposal on the appropriation of distributable profit reflects treasury
shares held directly or indirectly by the company that do not carry dividend
rights under section 71b Aktiengesetz (AktG, the German Stock Corporation
Act). The number of shares carrying dividend rights can change until the An-
nual General Meeting through the repurchase or sale of further treasury shares.
In this case, with a dividend of €3.80 per eligible share, an amended resolu-
tion for the appropriation of distributable profit will be proposed to the Annual
General Meeting.
Executive and Supervisory Board
Combined management report
Deutsche Börse:
Fundamental information about the Group
Strategy and steering parameters
Economic situation
Macroeconomic and sector-specific
environment
Business developments
Results of operations
Financial position
Net assets
Overall assessment of the economic
position by the Executive Board
Non-financial declaration
Risk report
Report on opportunities
Report on expected developments
Report on post-balance sheet date events
Corporate governance statement
Deutsche Börse AG
(disclosures based on HGB)
Takeover-related disclosures
Consolidated financial statements/notes
Remuneration report
Further information
PDF (A4)
Deutsche Börse Group – Annual report 2023
42
Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Combined management report
Deutsche Börse:
Fundamental information about the Group
Strategy and steering parameters
Economic situation
Macroeconomic and sector-specific
environment
Business developments
Results of operations
Financial position
Net assets
Overall assessment of the economic
position by the Executive Board
Non-financial declaration
Risk report
Report on opportunities
Report on expected developments
Report on post-balance sheet date events
Corporate governance statement
Deutsche Börse AG
(disclosures based on HGB)
Takeover-related disclosures
Consolidated financial statements/notes
Remuneration report
Further information
Executive Board & Supervi-
Combined management report
Consolidated financial state-
Remuneration report
Further information
sory Board
Economic situation
ments and notes
Deutsche Börse Group: five-year overview
Consolidated income statement
Net revenue
thereof treasury result from banking and similar business
Operating costs (excluding depreciation, amortisation and impairment losses)
Earnings before interest, tax, depreciation and amortisation (EBITDA)
Depreciation, amortisation and impairment losses
Net profit for the period attributable to Deutsche Börse AG shareholders
Earnings per share (basic)
Consolidated cash flow statement
Cash flows from operating activities
Consolidated balance sheet
Non-current assets
Equity
Non-current interest-bearing liabilities1
Performance indicators
Dividend per share
Dividend payout ratio3
Employees (average annual FTEs)
Deutsche Börse shares
Year-end closing price
Average market capitalisation
Rating key figures
Net debt / EBITDA
Free Funds from Operations (FFO) / net debt
2019
2020
2021
2022
2023
€m
€m
€m
€m
€m
€m
€
2,936.0
3,213.8
3,509.5
4,337.6
5,076.6
247.7
196.6
142.7
532.2
961.5
– 1,264.5
– 1,368.7
– 1,551.6
– 1,822.2
– 2,118.3
1,678.2
– 226.2
1,003.9
5.47
1,869.4
– 264.3
1,079.9
5.89
2,043.7
– 293.7
1,209.7
6.59
2,525.6
– 355.6
1,494.4
8.14
2,944.3
– 418.4
1,724.0
9.35
€m
926.1
1,412.0
908.9
2,483.6
2,549.
€m
€m
€m
€
%
€
€bn
%
11,706.9
14,570.5
20,462.4
20,758.4
23,409.4
6,110.6
2,286.2
6,556.1
2,637.1
7,742.4
3,037.3
9,060.9
10,100.2
4,123.4
7,096.2
2.90
53
3.00
51
3.20
49
3.60
44
3.802
404
5,835
6,528
8,855
10,143
11,656
140.15
139.25
147.1
161.40
186.50
24.0
27.7
27
30.9
32.0
1.0
79
1.0
76
2.0
38
1.2
68
2.2
36
1) Bonds that will mature in the following year are reported under “other current liabilities”
2) Proposal to the Annual General Meeting 2024.
3) The ratios for the years 2019–2020 have been adjusted. The dividend payout ratio is determined using reported net profit.
4) Amount based on the proposal to the Annual General Meeting 2024.
PDF (A4)
Deutsche Börse Group – Annual report 2023
43
Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Combined management report
Deutsche Börse:
Fundamental information about the Group
Strategy and steering parameters
Economic situation
Non-financial declaration
ESG governance
ESG targets
Employees
Customers and markets
Social environment
EU Taxonomy
Risk report
Report on opportunities
Report on expected developments
Report on post-balance sheet date events
Corporate governance statement
Deutsche Börse AG
(disclosures based on HGB)
Takeover-related disclosures
Consolidated financial statements/notes
Remuneration report
Further information
Executive Board & Supervi-
Combined management report
Consolidated financial state-
Remuneration report
Further information
sory Board
Non-financial declaration
ments and notes
Non-financial declaration
We refine the ESG activities for Deutsche Börse Group in a process of continuous dialogue with our stake-
holders. We report on the core aspects of our value creation process on the basis of our comprehensive mate-
riality analysis.
The combined non-financial declaration for Deutsche Börse Group and the
parent Deutsche Börse AG meets the requirements of sections 289b–e and
315b–c HGB and Regulation (EU) 2020/852 of the European Parliament and
the European Council of 18 June 2020 on the establishment of a framework
to facilitate sustainable investment and amending Regulation (EU) 2019/2088
(in the following EU Taxonomy). For the mandatory disclosure on our business
model and the involvement of company management we refer to the chapters
“Deutsche Börse: Fundamental information about the Group” and “Strategy
and steering parameters”.
In terms of the materiality analysis, description of management approaches
and selected KPI the combined non-financial declaration follows the GRI
(2021) standards. A detailed overview of all GRI indicators (GRI index) is
available on our homepage. Further detailed information that is referenced in
this report does not form part of the combined management report itself unless
explicitly stated. To the extent that no explicit statements are made for the par-
ent company, qualitative information within the meaning of the combined
management report applies equally to Deutsche Börse Group and the parent
company Deutsche Börse AG. In some cases, quantitative details concerning
the parent entity and subsidiaries consolidated for the first time are disclosed
separately.
In the course of our materiality analysis we continuously determine and evalu-
ate the expectations and requirements of relevant internal and external
stakeholders. In the year 2023 we surveyed several internal stakeholders in
order to validate the results from 2021. This did not give rise to any changes.
ESG governance
Sustainability is of significant importance for the corporate strategy of Deutsche
Börse Group. It is therefore an essential element of corporate governance at
the level of both the Executive Board and the Supervisory Board. The Executive
Board of Deutsche Börse AG takes all strategic decisions concerning sustaina-
bility matters at Deutsche Börse Group. It was supported in the reporting year
by the interdisciplinary Group Sustainability Board, which is chaired by the
CFO. The Group Sustainability Board is the central management board for sus-
tainability topics in Deutsche Börse Group. It deals with company initiatives
relating to environmental, social and governance topics (ESG). This includes
advising on and monitoring the integration of sustainability into corporate plan-
ning and controlling. The Group Sustainability Board has been replaced by the
Group Sustainability Committee as of 1 January 2024. The Group Sustainabil-
ity Committee is the new central management unit for sustainability topics in
Deutsche Börse Group. It is chaired by the Chief Sustainability Officer and
supports and advises the Executive Board on all aspects of sustainability. The
Group Sustainability Committee is intended to ensure the implementation of
effective ESG practices in accordance with applicable policies and guidelines.
PDF (A4)
Deutsche Börse Group – Annual report 2023
44
Deutsche Börse Group – Annual report 2023
Executive Board & Supervi-
Combined management report
Consolidated financial state-
Remuneration report
Further information
sory Board
Non-financial declaration
ments and notes
Executive and Supervisory Board
Combined management report
Deutsche Börse:
Fundamental information about the Group
Strategy and steering parameters
Economic situation
Non-financial declaration
ESG governance
ESG targets
Employees
Customers and markets
Social environment
EU Taxonomy
Risk report
Report on opportunities
Report on expected developments
Report on post-balance sheet date events
Corporate governance statement
Deutsche Börse AG
(disclosures based on HGB)
Takeover-related disclosures
Consolidated financial statements/notes
Remuneration report
Further information
The Group ESG Strategy department, which reports to the CEO, primarily pro-
vides support by continuously monitoring the ESG profile and climate strategy
of Deutsche Börse Group. Responsibility for ESG reporting was transferred
from Group ESG Strategy to the section Sustainability Reporting, which is part
of the CFO function, on 1 October 2023.
At the Supervisory Board level, the Strategy and Sustainability Committee has
dealt, in particular, with sustainable corporate governance and activities in the
field of ESG at Deutsche Börse Group since 2021. In addition to embedding
ESG in the work of the Supervisory Board in this way, it is particularly im-
portant for the board as a whole and in the other Supervisory Board commit-
tees, especially the Audit Committee, the Risk Committee and the Nomination
Committee. Current, relevant sustainability aspects also form part of the train-
ing programme for the Executive Board and Supervisory Board and are dealt
with in workshops and seminars.
ESG targets
The following non-financial performance indicators have been identified as rel-
evant for management and are divided according to the outcome dimensions
of our value creation process, employees, customers and markets and social
environment (see Corporate purpose and value creation process):
Non-financial key performance indicators
Key performance indicators
Employees
Employee satisfaction1
Share of women in leadership positions2
Customer and markets
Targets
Actuals 2023
>71.5%
>23%
73%
23%
System availability (customer-facing IT)
>99.5%
>99.9%
Social environment
ESG ratings
1) Result without SimCorp
2) Group target for senior management
>90th percentile
98th percentile
Employees: We use two key performance indicators for measuring employee-
related factors: The first indicator is used to measure employee satisfaction on
an annual basis and to take action based on the results. The second indicator
is used to calculate the percentage of women in leadership positions on an an-
nual basis.
In terms of employee satisfaction, we have defined a result of more than 71.5
per cent approval in the annual People Survey as the target. With regard to the
proportion of women in management positions, the Executive Board has set it-
self the target of achieving a proportion of over 23 per cent in upper manage-
ment at global Group level by the end of 2023 as part of a voluntary commit-
ment (see “Employees”).
Customers and markets: As a provider of market infrastructure we maintain
impartial, transparent and secure marketplaces. In this context we use our sys-
tems availability as a key performance indicator. A value of more than 99.5
per cent is the target for our systems availability (see section “System stability
and availability”).
PDF (A4)
Deutsche Börse Group – Annual report 2023
45
Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Combined management report
Deutsche Börse:
Fundamental information about the Group
Strategy and steering parameters
Economic situation
Non-financial declaration
ESG governance
ESG targets
Employees
Customers and markets
Social environment
EU Taxonomy
Risk report
Report on opportunities
Report on expected developments
Report on post-balance sheet date events
Corporate governance statement
Deutsche Börse AG
(disclosures based on HGB)
Takeover-related disclosures
Consolidated financial statements/notes
Remuneration report
Further information
Executive Board & Supervi-
Combined management report
Consolidated financial state-
Remuneration report
Further information
sory Board
Non-financial declaration
ments and notes
Social environment: In terms of ESG ratings, our aim is to achieve a place in
the 90th percentile in three leading independent ESG ratings (S&P, Sus-
tainalytics, MSCI). (see section “ESG ratings”).
Deutsche Börse Group updated its climate strategy and the relevant ESG tar-
gets in the financial year 2023 as part of the further development of its strat-
egy “Horizon 2026” (see “Social environment“). For this reason, the non-
financial performance indicators described the previous year, ESG net revenue
growth and CO2 emissions per workspace, are no longer considered by the
Executive Board as relevant for management as of financial year 2023.
For other sustainability indicators that are not explicit ESG targets as defined in
our Horizon 2026 growth strategy, such as our emissions of greenhouse gases
and ESG products, we also refer to our GRI Index on our homepage.
The ESG risks are integrated into our Group-wide risk management approach.
(see chapter “Risk report”).
Employees
The commitment and skills of our employees are a vital cornerstone for
Deutsche Börse Group. Together with our core corporate values of perfor-
mance, reliability, integrity, openness and responsibility they define our corpo-
rate culture. At the same time they form the basis of our commercial success.
For this reason we have an active People strategy, promote diversity, equity
and inclusion, and systematically measure how attractive we are as an em-
ployer.
People strategy
Working in its four strategic dimensions (Attract, Develop, Engage, Lead), our
People strategy aims to attract the best talents, to develop them, to enable
them to engage effectively and to continue their personal and professional de-
velopment. These four dimensions form the foundation for four multi-year initi-
atives. With these initiatives we want to create a flexible, sustainable working
environment that offers our employees excellent working conditions.
We successfully put our hybrid working model into practice in the framework
of Trust@Work. With this hybrid working model that spans teams and projects
we create the conditions for effective cooperation and focus particularly on im-
portant moments at work, mental health and well-being. This process is
backed up by DigitizeHR, an initiative to fully digitise our operating HR pro-
cesses and provide actionable analytics. MissionGrow! is our initiative for im-
proving development opportunities for our employees. We have revised our ca-
reer model to increase transparency, offer equality of opportunity and create a
culture of continuous feedback. Based on the results of our People Survey
2021 and 2022, the first improvements have been implemented and addi-
tional focus areas for the WorkFlows initiative defined, in order to make Group-
wide corporate processes more efficient and user-friendly as well as to imple-
ment dedicated measures based on notable results. The initiatives were
launched in 2020 for a period of three years. Most of the milestones have
been reached, and the remaining topics were transferred to the line organisa-
tion as part of continuous improvement.
PDF (A4)
Deutsche Börse Group – Annual report 2023
46
Deutsche Börse Group – Annual report 2023
Executive Board & Supervi-
Combined management report
Consolidated financial state-
Remuneration report
Further information
sory Board
Non-financial declaration
ments and notes
Executive and Supervisory Board
Combined management report
Deutsche Börse:
Fundamental information about the Group
Strategy and steering parameters
Economic situation
Non-financial declaration
ESG governance
ESG targets
Employees
Customers and markets
Social environment
EU Taxonomy
Risk report
Report on opportunities
Report on expected developments
Report on post-balance sheet date events
Corporate governance statement
Deutsche Börse AG
(disclosures based on HGB)
Takeover-related disclosures
Consolidated financial statements/notes
Remuneration report
Further information
Employer attractiveness
We can only achieve lasting success if we attract and retain both new talents
as well as specialized, experienced and engaged employees to Deutsche Börse
Group and ensure they are enthusiastic about working for us as their employer
of choice. In this spirit, we are continuously working on the implementation of
our talent attraction strategy by considering the market situation and adjust it
accordingly. Our strategy conveys the message that with us new talents be-
come part of an international team that drives positive change and is charac-
terised by curiosity and an open mind. We welcome people from all different
origins, age groups and personal backgrounds, and want to give them the op-
portunity to grow with us. We achieve this via a number of employee develop-
ment programmes. Internal training courses – on cloud technology, digital in-
frastructure and agile development methods, for example – are the logical con-
tinuation of these programmes and form the basis for structured retraining and
further training. They are supplemented by mentoring programmes and per-
sonality-related training courses; on communication, taking responsibility or
becoming a team player, for instance.
We expanded our existing range of development programmes in 2023. In par-
ticular we introduced activities for a structured programme intended to in-
crease mobility between countries, locations and legal entities. In addition, we
continued the LightUp! events for managers that were launched the previous
year, which focus on refreshing competences and on expectations of modern
managers. Taken as a whole, these formats strengthen our people develop-
ment offering.
Further information about participation by employees and managers in training
and development measures can be found in the table “Key data on Deutsche
Börse Group’s workforce as of 31 December 2023”.
In our annual staff survey, the People Survey, which also deals with subjects
such as pervading strategy and teamwork, we got very satisfying marks for our
attractiveness as an employer (82 per cent approval). The largely positive
feedback underlines how Deutsche Börse Group stands for a working environ-
ment which makes it easy for staff to reconcile their career and their private
life, with flexible models for working hours, allowances for childcare, part-time
degree courses and part-time work. We also measure the average value of the
two topics Strategic Alignment & Organisational Framework and Team Effec-
tiveness & Collaboration annually. Our goal is to achieve an average value of
more than 71.5 per cent in both topics. In 2023 we achieved a value of 73.0
per cent (without SimCorp). The following graph “Results of our annual People
Survey 2023” shows what employees think about the subjects of understand-
ing strategy and teamwork.
PDF (A4)
Deutsche Börse Group – Annual report 2023
47
Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Combined management report
Deutsche Börse:
Fundamental information about the Group
Strategy and steering parameters
Economic situation
Non-financial declaration
ESG governance
ESG targets
Employees
Customers and markets
Social environment
EU Taxonomy
Risk report
Report on opportunities
Report on expected developments
Report on post-balance sheet date events
Corporate governance statement
Deutsche Börse AG
(disclosures based on HGB)
Takeover-related disclosures
Consolidated financial statements/notes
Remuneration report
Further information
Executive Board & Supervi-
Combined management report
Consolidated financial state-
Remuneration report
Further information
sory Board
Non-financial declaration
ments and notes
Promotion of diversity and inclusion
Deutsche Börse Group operates around the world. At our 56 locations around
the world we have over 14,000 employees from the most diverse cultural
backgrounds. Our diversity is not only apparent in the origins of our employ-
ees, however, but also in the breadth of professional expertise and the many
other differences that make up each individual personality in our team.
We are convinced that this diversity is decisive for our global success. We see
the wealth of individual characteristics and strengths as the key to fulfilling our
corporate purpose. For this reason, we strive to create an inclusive working en-
vironment in which everyone feels welcome and where they feel comfortable
about contributing their ideas.
We are a signatory of the “Diversity Charter” and “Women’s Empowerment
Principles (WEPs)” and acknowledge our corporate social responsibility as ex-
pressed in the Code of Conduct that applies throughout the Group. A public
Diversity, Equity & Inclusion statement, in which we express our appreciation
of all present and future employees and a Diversity, Equity & Inclusion policy
constitute further elements of our diverse and inclusive working environment.
We were also certified as a Fair Pay Analyst in 2023 for our successful en-
deavours to pay our staff regardless of their gender.
We do not tolerate any discrimination, whether on the grounds of age, gender,
physical or health disability, sexual orientation and identity, ethnic origin or
belief and irrespective of whether behaviour among employees or the placing
of orders with third parties is concerned. We have therefore implemented pro-
cesses designed to take equal treatment into consideration in the selection of
staff and enable the Group to take prompt action whenever discrimination is
suspected. Relevant cases were reported in 2023 either by our whistleblower
system, to the respective Line Management or directly to the local Human Re-
sources Department. All relevant cases requiring further remedial actions have
PDF (A4)
Deutsche Börse Group – Annual report 2023
48
Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Combined management report
Deutsche Börse:
Fundamental information about the Group
Strategy and steering parameters
Economic situation
Non-financial declaration
ESG governance
ESG targets
Employees
Customers and markets
Social environment
EU Taxonomy
Risk report
Report on opportunities
Report on expected developments
Report on post-balance sheet date events
Corporate governance statement
Deutsche Börse AG
(disclosures based on HGB)
Takeover-related disclosures
Consolidated financial statements/notes
Remuneration report
Further information
Executive Board & Supervi-
Combined management report
Consolidated financial state-
Remuneration report
Further information
sory Board
Non-financial declaration
ments and notes
been dealt in a fully compliant manner ensuring a high level of dignity, and
closed.
Furthermore, we deliberately decided against the centralised management of
our diversity, equity and inclusion programmes. The members of our Diversity,
Equity & Inclusion council represent our global workforce and our different mi-
norities; they inform and advise the Executive Board on initiatives and act as
trusted third parties and personal contacts for the employees. The council
strives to ensure that our everyday workspace continues to be a place where
everyone feels appreciated and gets the opportunities they deserve. We also in-
troduced the function of Chief Sustainability and Chief Diversity Officer in our
Group in 2023, who is responsible for our diversity, equity and inclusion en-
deavours. The responsibilities of this dual role complement one another and
underline the priority that we at Deutsche Börse Group give to all dimensions
of environmental, social and governance policy. It remains a particular aspira-
tion for us to increase the proportion of women at the management level. Our
various programmes for promoting talent, and so also for qualifying women for
management positions, contribute to the long-term advancement of women. In
addition to our programmes, other measures include focused succession plan-
ning, as well as internal and external mentoring and training programmes. Ex-
changes among female colleagues are encouraged by an internal women’s net-
work. We provided special support for applicants and our employees directly
and indirectly affected by the military conflict in Ukraine. We are also commit-
ted to providing better opportunities for underprivileged people through dedi-
cated programmes. For details regarding targets for female quotas, please refer
to the section entitled “Corporate governance statement – target figures for the
proportion of female executives beneath the Executive Board” and the “Com-
parison with the forecast for 2023”.
The results of our staff survey on diversity, equity and inclusion confirm that
our employees feel that they are welcome here with us (90 per cent positive)
and that they are treated fairly and respectfully by their managers (94 per cent
positive), regardless of their ethnic origins, their gender or their cultural back-
ground. This positive feedback reaffirms our intention to keep expanding our
programme for diversity, equity and inclusion, in the spirit of creating a fully
inclusive working environment.
Staff developments
As at 31 December 2023, Deutsche Börse Group employed a total of 14,502
staff (women: 5,836; men: 8,643; other: 23; 31 December 2022: 11,078),
drawn from 131 nationalities at 56 locations worldwide. The average number
of employees in the reporting period was 12,187 (2022: 10,675). At Group
level, this corresponds to an increase of around 14.2 per cent compared with
the previous year.
Our fluctuation rate was 10.9 per cent (31 December 2022: 14.8 per cent).
At the end of the year under review, the average length of service for the com-
pany was 6.7 years (2022: 6.8 years).
The number of Deutsche Börse AG’s employees rose by 885 during the year
under review to 2,657 as at 31 December 2023 (comprising 980 women and
1,677 men; 31 December 2022: 1,772). The average number of employees
at Deutsche Börse AG in the 2023 financial year was 2,219 (2022: 1,752).
On 31 December 2023, employees of Deutsche Börse AG worked at 8 loca-
tions.
For more details, please refer to the table entitled “Key data on Deutsche Börse
Group’s workforce as at 31 December 2023”.
PDF (A4)
Deutsche Börse Group – Annual report 2023
49
Deutsche Börse Group – Annual report 2023
Executive Board & Supervi-
Combined management report
Consolidated financial state-
Remuneration report
Further information
sory Board
Non-financial declaration
ments and notes
Executive and Supervisory Board
Combined management report
Deutsche Börse:
Fundamental information about the Group
Strategy and steering parameters
Economic situation
Non-financial declaration
ESG governance
ESG targets
Employees
Customers and markets
Social environment
EU Taxonomy
Risk report
Report on opportunities
Report on expected developments
Report on post-balance sheet date events
Corporate governance statement
Deutsche Börse AG
(disclosures based on HGB)
Takeover-related disclosures
Consolidated financial statements/notes
Remuneration report
Further information
PDF (A4)
Deutsche Börse Group – Annual report 2023
50
Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Combined management report
Deutsche Börse:
Fundamental information about the Group
Strategy and steering parameters
Economic situation
Non-financial declaration
ESG governance
ESG targets
Employees
Customers and markets
Social environment
EU Taxonomy
Risk report
Report on opportunities
Report on expected developments
Report on post-balance sheet date events
Corporate governance statement
Deutsche Börse AG
(disclosures based on HGB)
Takeover-related disclosures
Consolidated financial statements/notes
Remuneration report
Further information
Executive Board & Supervi-
Combined management report
Consolidated financial state-
Remuneration report
Further information
sory Board
Non-financial declaration
ments and notes
Key data on Deutsche Börse Group’s workforce as of 31 December 2023 (part 1)
Deutsche Börse AG
Deutsche Börse Group
Employees (Headcount)1
50 years and older
40−49 years
30−39 years
Under 30 years
Average age
Employee classification
Full-time employees
Part-time employees
Length of service
Under 5 years (%)
5–15 years (%)
Over 15 years (%)
Staff turnover
Joiners
Leavers
Training
All locations
Germany
Czech Republic
Luxembourg
Male
Female
Male
Female
Male
Female
Male
Female
1,677
454
471
554
198
42
1,632
45
45
35
20
199
91
980
171
223
410
176
39
792
188
49
34
17
137
50
2,350
1,608
696
628
779
247
43
330
401
645
232
40
2,237
113
1,180
428
42
34
24
274
164
46
33
21
219
109
847
55
281
354
157
37
834
13
53
43
4
210
81
559
18
140
241
160
35
498
61
58
41
1
155
38
794
285
232
190
87
44
759
35
38
26
36
81
52
509
133
148
159
69
41
386
123
39
26
35
70
42
Training days per employee (FTEs)
6.2
6.5
4.8
5.5
5.4
5.9
5.7
4.4
1) Due to missing information (e.g. gender), headcounts of subcategories do not always add up to the total.
PDF (A4)
Deutsche Börse Group – Annual report 2023
51
Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Combined management report
Deutsche Börse:
Fundamental information about the Group
Strategy and steering parameters
Economic situation
Non-financial declaration
ESG governance
ESG targets
Employees
Customers and markets
Social environment
EU Taxonomy
Risk report
Report on opportunities
Report on expected developments
Report on post-balance sheet date events
Corporate governance statement
Deutsche Börse AG
(disclosures based on HGB)
Takeover-related disclosures
Consolidated financial statements/notes
Remuneration report
Further information
Executive Board & Supervi-
Combined management report
Consolidated financial state-
Remuneration report
Further information
sory Board
Non-financial declaration
ments and notes
Key data on Deutsche Börse Group’s workforce as of 31 December 2023 (part 2)
Deutsche Börse Group
United Kingdom
Ireland
USA
Other locations
Male
Female
Male
Female
Male
Female
Male
Female
Total
(part 1 and 2)
496
140
149
140
67
42
487
9
55
37
8
72
49
220
266
27
62
88
43
38
209
11
53
38
9
38
27
24
75
79
88
36
265
1
61
19
20
42
53
286
18
107
98
63
37
252
34
42
27
31
47
18
878
207
231
260
180
40
875
3
54
36
10
119
108
442
118
100
114
110
40
433
9
56
30
14
53
49
3,012
2,212
14,502
360
669
1,061
922
36
2,964
48
69
23
8
473
295
164
374
772
902
34
2,580
3,599
4,989
3,334
39
2,120
13,522
92
980
71
22
7
371
241
55
30
15
2,225
1,330
Employees (Headcount)1
50 years and older
40−49 years
30−39 years
Under 30 years
Average age
Employee classification
Full-time employees
Part-time employees
Length of service
Under 5 years (%)
5–15 years (%)
Over 15 years (%)
Staff turnover
Joiners
Leavers
Training
Training days per employee (FTEs)
1.4
1.4
3.0
4.3
0.7
1.0
1.5
1.2
3.3
1) Due to missing information (e.g. gender), headcounts of subcategories do not always add up to the total.
PDF (A4)
Deutsche Börse Group – Annual report 2023
52
Deutsche Börse Group – Annual report 2023
Executive Board & Supervi-
Combined management report
Consolidated financial state-
Remuneration report
Further information
sory Board
Non-financial declaration
ments and notes
Executive and Supervisory Board
Customers and markets
Combined management report
Deutsche Börse:
Fundamental information about the Group
Strategy and steering parameters
Economic situation
Non-financial declaration
ESG governance
ESG targets
Employees
Customers and markets
Social environment
EU Taxonomy
Risk report
Report on opportunities
Report on expected developments
Report on post-balance sheet date events
Corporate governance statement
Deutsche Börse AG
(disclosures based on HGB)
Takeover-related disclosures
Consolidated financial statements/notes
Remuneration report
Further information
Regarding the value creation for our customers and our market, we have iden-
tified, in addition to the measurable performance indicator of system availabil-
ity (see section ”Strategy and steering parameters”), two other important quali-
tative parameters as part of our materiality analysis: information security and
corporate responsibility. Our products and services contribute to increase
transparency for market participants and to enable them to price in and inte-
grate market developments, changes and transformations. In this way, we en-
able our customers and market participants to make better-informed decisions.
System stability and availability
The availability of our customer-facing trading systems is an important indica-
tor of the overall quality that we achieve when developing and operating our
systems. Deutsche Börse AG operates its trading systems for the cash and de-
rivatives markets as redundant server installations, distributed across two geo-
graphically separated, secure data centres. Should a trading system fail, it
would be operated from the second data centre. Together with clients,
Deutsche Börse successfully simulated this scenario again in 2023 – as well
as the impact of local disruptions – within the scope of the FIA Test (the an-
nual disaster recovery exercise conducted by the Futures Industry Association).
This kind of disaster recovery test was also carried out after every larger soft-
ware release. Other disruptions, such as technology malfunctions at individual
workstations or personnel failures, were also tested.
Our multiple testing of software, its verified roll-out and the seamless monitor-
ing of servers, networks and applications has brought availability up to over
99.9 per cent in the reporting year. The plan is to introduce further technical
measures to gain greater independence from providers of critical infrastructure
technologies.
Information security
Security in all its facets has a high priority and is a strong focus of our Group.
This does not just involve ensuring the availability of all services, but also the
confidentiality of all information and the integrity of data. The range of threats
increased again in 2023, not least due to geopolitical challenges and addi-
tional conflicts. Deutsche Börse Group is faced with the reality that cyber
threats continuously adopt the latest technologies and so develop at high
speed, and we adapt our systems and processes accordingly. Global regulation
also continues to develop in order to meet the challenges. Deutsche Börse
Group uses an extensive framework of policies and processes, supplemented
by specific controls and technical abilities based on the international security
standard ISO/IEC 27001.
Deutsche Börse Group invests continuously in new security solutions, pro-
cesses and projects, in order to address effectively the growing number of
threats with state-of-the-art security technologies. Security measures are im-
plemented at several levels (defence-in-depth), to reduce the risk of security
incidents from individual error sources. To strengthen abilities to defend and
protect against cyber-attacks, regular improvements are made to cyber-analy-
sis, cyber-security automation, identification and prevention of attacks, vulner-
ability management, penetration testing and professional “white hat” attacks
on the Group’s own IT.
PDF (A4)
Deutsche Börse Group – Annual report 2023
53
Deutsche Börse Group – Annual report 2023
Executive Board & Supervi-
Combined management report
Consolidated financial state-
Remuneration report
Further information
sory Board
Non-financial declaration
ments and notes
Executive and Supervisory Board
Combined management report
Deutsche Börse:
Fundamental information about the Group
Strategy and steering parameters
Economic situation
Non-financial declaration
ESG governance
ESG targets
Employees
Customers and markets
Social environment
EU Taxonomy
Risk report
Report on opportunities
Report on expected developments
Report on post-balance sheet date events
Corporate governance statement
Deutsche Börse AG
(disclosures based on HGB)
Takeover-related disclosures
Consolidated financial statements/notes
Remuneration report
Further information
In addition, the overarching security governance processes are optimised con-
tinuously in order to identify risks to IT systems and applications at an early
stage and mitigate them. A key building block is the networking and recon-
naissance of attack vectors in order to counter them without delay. This takes
place via both digital interfaces and intensive exchanges as a member of na-
tional associations (Cyber Security Sharing and Analytics, CSSA), trade associ-
ations (World Federation of Exchanges, GLEX) and international networks (Fi-
nancial Services Information Sharing and Analysis Center, FS-ISAC and the
Cyber Information and Intelligence Sharing Initiative, CIISI-EU) which contrib-
ute significantly towards a forward-looking stance vis-à-vis cyber threats, and
the development of strategies to fend off such threats. Furthermore, we are a
member of the ECB’s Euro Cyber Resilience Board for pan-European financial
infrastructures (ECRB) and are in close contact with the DAX40 CERT/CISO
working group and the Federal Office for Information Security (BSI).
The information security function checks that the information security and in-
formation security risk management requirements are adhered to; it also moni-
tors the systemic integration of, and compliance with, security policies in the
context of product and application development. We operate a situation centre
(Cyber Emergency Response Team, CERT) to detect and assess threats from
cybercrime at an early stage, and coordinate risk mitigation measures in coop-
eration with the business units. The security of Deutsche Börse Group is also
defined via its ecosystem of suppliers and outsourcing partners, which are in-
tegrated into the security concept. These partners are also benchmarked
against Group requirements and integrated into the risk assessment.
The effectiveness of physical security is also permanently reviewed, with simi-
lar assessments and measures. A new security system was implemented in the
offices at the individual locations around the world in 2023.
For a description of the risks in connection with information security we refer
to the section in the chapter “Risk report”.
ESG products
The Deutsche Börse Group can increase its information transparency for inves-
tors, founders, asset managers and market participants, but also for external
observers, by including ESG aspects in its product portfolio – be it by integrat-
ing ESG ratings, data and/or analysis, or by reporting data on trading volumes
for securities, derivatives, renewable energies and/or commodities. For an
overview of our ESG products, we refer to the GRI index.
Compliance
Responsible business operations imply adherence to laws and regulations;
they are also based on the principle of integrity and ethically irreproachable
conduct at all times. We have implemented a compliance management system
(CMS), which aims to prevent misconduct and avoid liability and reputational
risks for the Deutsche Börse Group, its legal representatives, executives and
staff. Beyond business-related and regulatory compliance requirements, the fo-
cus is on continuously strengthening compliance awareness throughout the
Group.
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Deutsche Börse Group – Annual report 2023
54
Deutsche Börse Group – Annual report 2023
Executive Board & Supervi-
Combined management report
Consolidated financial state-
Remuneration report
Further information
sory Board
Non-financial declaration
ments and notes
Executive and Supervisory Board
Code of business conduct
Combined management report
Deutsche Börse:
Fundamental information about the Group
Strategy and steering parameters
Economic situation
Non-financial declaration
ESG governance
ESG targets
Employees
Customers and markets
Social environment
EU Taxonomy
Risk report
Report on opportunities
Report on expected developments
Report on post-balance sheet date events
Corporate governance statement
Deutsche Börse AG
(disclosures based on HGB)
Takeover-related disclosures
Consolidated financial statements/notes
Remuneration report
Further information
Our Group’s code of business conduct summarises the most important aspects
with regard to corporate ethics and compliance as well as appropriate conduct.
It is communicated to all employees in the Group and is available on the inter-
net and intranet sites. Our code of business conduct summarises our core val-
ues and principles, which are intended to act as support for decision-making
and enforce market integrity, transparency, efficiency and security. As a mem-
ber of the AG Global Compact, Deutsche Börse AG is also committed to its
principles, notably to support human and labour rights, to protect the environ-
ment and to work against corruption in all its forms, which includes extortion
and bribery.
Objectivity and integrity are the guiding principles for employees of Deutsche
Börse Group. Our management is fully aware of their function as role models
and the importance of the “tone from the top”, which makes it possible to
draw the attention of every individual employee towards managing compliance
risks, both within the Group and among market participants. In order to sus-
tainably anchor these guiding principles, and to prevent the Group and its staff
from legal sanctions and reputational damage, Group Compliance has imple-
mented risk-based compliance and preventive measures.
Compliance management system
An effective compliance management system (CMS) constitutes an indispensa-
ble element of good corporate governance. The Group Compliance function
manages the CMS as a second line of defence function and ensures compli-
ance with legislation, regulations and internal rules, and promotes best prac-
tice within the Group. In addition, the Group Compliance function monitors,
controls and implements risk-based measures to mitigate risks with negative
impacts (e.g. direct or indirect financial losses, regulatory penalties or reputa-
tional damage). On this basis the CMS provides the foundation for sustainable
risk transparency; specifically, it facilitates the reduction of compliance risks in
the areas of money laundering/terrorism financing, criminal offences, data pro-
tection, corruption, market manipulation, conflicts of interest and insider trad-
ing, as well as monitoring of requirements concerning financial sanctions and
embargoes.
The appropriateness and effectiveness of the CMS are evaluated at least once
a year on the basis of the individual CMS elements. The results are then pre-
sented to the Audit Committee of the Supervisory Board of Deutsche Börse AG.
The CMS elements particularly comprise:
Compliance risk analyses – Identified and assessed risks provide the basis
for determining the scope and focus of compliance activities and the man-
agement of the compliance risk profile.
Policies – Compliance requirements that are regularly updated in accordance
with applicable legislation, regulations and defined compliance targets.
Controls – Regular and ad hoc controls are carried out to detect any compli-
ance deficits.
Training – Creation of a compliance mindset and appreciation by means of
compliance training.
Reporting – Regular and ad hoc reporting to the relevant stakeholders.
Internal & external audits – Independent and objective review of the CMS in
terms of its suitability and effectiveness, and identification of improvement
potential.
Ongoing development of the CMS – Projects and internal initiatives for the
continuous development of the CMS.
PDF (A4)
Deutsche Börse Group – Annual report 2023
55
Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Combined management report
Deutsche Börse:
Fundamental information about the Group
Strategy and steering parameters
Economic situation
Non-financial declaration
ESG governance
ESG targets
Employees
Customers and markets
Social environment
EU Taxonomy
Risk report
Report on opportunities
Report on expected developments
Report on post-balance sheet date events
Corporate governance statement
Deutsche Börse AG
(disclosures based on HGB)
Takeover-related disclosures
Consolidated financial statements/notes
Remuneration report
Further information
Executive Board & Supervi-
Combined management report
Consolidated financial state-
Remuneration report
Further information
sory Board
Non-financial declaration
ments and notes
To ensure that the CMS is suitable and effective, and to reflect increasing com-
plexity and growing regulatory demands, the CMS is regularly enhanced and
improved. When determining the focus and improvements of the CMS, we are
guided by applicable prudential legislation and regulatory requirements, as
well as by the recommendations of internationally accepted standards. Based
on these standards, Group Compliance identifies fields of action and measures
to continuously adapt the CMS to changing requirements.
Compliance organisational structure
The Group Chief Compliance Officer reports directly to the Executive Board of
Deutsche Börse AG. Compliance reporting comprises the relevant compliance
risks in the context of the compliance mandate, as well as other compliance-
relevant information and activities.
The Group Compliance Committee is an interdisciplinary committee at man-
agement level that aims to support and advise the respective Executive Boards
and Compliance functions within Deutsche Börse Group on compliance topics.
Committee members are the senior managers of the business units, the Chief
Compliance Officers and representatives of the relevant control functions for
the Group as a whole.
In the context of the current geopolitical events and the resulting potential eco-
nomic and political consequences, Deutsche Börse continues to analyse which
risks could have an impact in the individual business areas and which
measures need to be taken and implemented.
Data protection/protection of personal data
Data protection serves to protect the personal data of individuals. It aims to
protect the privacy of employees and customers, but also of third parties, such
as service providers. To guarantee data protection, personal data may only be
processed on the basis of a corresponding justification and in compliance with
the principles of data protection.
We again took steps to comply with data protection legislation in 2023, partic-
ularly in terms of appropriate and transparent processing of personal data, and
continuously developed our processes. The Executive Board appointed a data
protection officer years ago and established the Group data protection function,
which helps to ensure compliance with the data protection framework, itself
based on the EU General Data Protection Regulation. It also drives the sus-
tained development of a data protection culture in Deutsche Börse Group,
which takes current commercial requirements and legislative changes into ac-
count by means of training courses and awareness activities.
The Group data protection function assumes the role of data protection officer
for Group companies, insofar as this is required by law and it has been given
the mandate as a central function. In this regard, the data protection function
in-forms and advises the individual legal entities on data protection require-
ments. The data protection function also serves as a contact for data protection
authorities, and supports the business units in their assessments of the data
protection risks.
The data protection function’s framework, as a second line of defence, is in-
corporated into the structure of our compliance safeguards. The data protection
officers inform the respective Executive Boards annually and in an event-
related manner on the status of data protection within the company and the
measures to expand the data protection framework.
PDF (A4)
Deutsche Börse Group – Annual report 2023
56
Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Combined management report
Deutsche Börse:
Fundamental information about the Group
Strategy and steering parameters
Economic situation
Non-financial declaration
ESG governance
ESG targets
Employees
Customers and markets
Social environment
EU Taxonomy
Risk report
Report on opportunities
Report on expected developments
Report on post-balance sheet date events
Corporate governance statement
Deutsche Börse AG
(disclosures based on HGB)
Takeover-related disclosures
Consolidated financial statements/notes
Remuneration report
Further information
Executive Board & Supervi-
Combined management report
Consolidated financial state-
Remuneration report
Further information
sory Board
Non-financial declaration
ments and notes
Key figures: corruption and data protection
Corruption
Prosecuted corruption cases
2023
2022
0
0
Percentage of business units for which measures have been
taken to address corruption risks
Number of employees who were trained in ABC measures (anti-
bribery and corruption)1,2
%
100
100
8,181
1,563
Data protection
Number of justified customer complaints relating to data protec-
tion
0
0
1) Employees of Deutsche Börse Group must repeat the web-based ABC training every two years. The training
was revised in 2023, which is why the number of participants is significantly higher than in 2022.
2) The information is based on the employees that are connected to the central HR system. Group companies
that are not connected to the HR system carry out compliance training on their own responsibility and not via
the Group function.
Social environment
Our value creation also goes far beyond the areas of direct concern to us as a
company. Accordingly, for example, the environment, human rights issues in
the supply chain or participation in financial centre initiatives fall within our
focus.
Environment
We endeavour to contribute to the Paris Climate Agreement with our business
activities. In 2023, we have adapted our climate targets in line with current
market standards towards a long-term climate strategy. This comprises near-
term targets by 2030 and a net-zero target by 2045:
Near-term targets:
Scope 1 & 2: Deutsche Börse aims to reduce absolute scope 1 and 2 emis-
sions by 42% by 2030 from a 2022 base year
Scope 3: Deutsche Börse targets to reduce absolute scope 3 emissions from
fuel and energy-related activities, business travel and employee commuting
by 42% by 2030 from a 2022 base year
Scope 3 Supplier Engagement: Deutsche Börse aims that 87% of its suppli-
ers, as measured by its emissions of purchased goods and services and capi-
tal goods, will have science-based targets by 2028
Net-zero target:
Scope 1, 2 & 3: Deutsche Börse strives to reduce its absolute Scope 1, 2
and 3 emissions by 90% by 2045, from a 2022 base year
These targets are to be validated by the Science-Based Targets Initiative in the
first quarter of 2024. To achieve our targets, we will develop a transition plan
in 2024, which will contain dedicated emission reduction measures.
We provide our stakeholders with transparent information about our environ-
mental performance in our annual GRI Index. Last year we also published a
progress report on the basis of the TCFD recommendations. This report sum-
marises the information about how we deal with climate risks and opportuni-
ties and our science-based targets. Further information can be found on our
homepage.
PDF (A4)
Deutsche Börse Group – Annual report 2023
57
Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Combined management report
Deutsche Börse:
Fundamental information about the Group
Strategy and steering parameters
Economic situation
Non-financial declaration
ESG governance
ESG targets
Employees
Customers and markets
Social environment
EU Taxonomy
Risk report
Report on opportunities
Report on expected developments
Report on post-balance sheet date events
Corporate governance statement
Deutsche Börse AG
(disclosures based on HGB)
Takeover-related disclosures
Consolidated financial statements/notes
Remuneration report
Further information
Executive Board & Supervi-
Combined management report
Consolidated financial state-
Remuneration report
Further information
sory Board
Non-financial declaration
ments and notes
Stakeholder engagement
Human rights
Our management approach for a Group-wide commitment to sustainability in-
cludes respect for human rights both in the supply chain and within the com-
pany. We have therefore published a Deutsche Börse Group Statement on Hu-
man Rights. It relates to Deutsche Börse AG and its subsidiaries and covers
our relationships with employees, suppliers and customers. For this purpose,
Deutsche Börse AG and centrally-serviced Group companies require their sup-
pliers to comply with ethical standards of conduct in their dealings with em-
ployees, suppliers, customer and other third parties. This takes place in ac-
cordance with our Code of conduct for suppliers, the Code of business conduct
and the policy statement on the human rights strategy of Deutsche Börse AG
in accordance with section 6 (2) Supply Chain Due Diligence Act (LkSG).
We continuously review the regulatory requirements and the demands made of
us by rating agencies and (voluntary) market standards and initiatives. At the
same time, we permanently and systematically seek dialogue with our internal
and external stakeholders and thus determine the focus topics of our work. To
do so we use investor days, employee and customer surveys, discussions with
rating agencies and society at large, involvement in various initiatives and our
regular materiality analysis, in which we ask our stakeholders about our com-
pany and our impact on society and the economy. Regarding the initiatives
that we support, we refer to our homepage.
ESG ratings
We use this external validation of our own ESG efforts through ESG ratings to
continuously improve and sharpen our ESG profile. Insights from the ESG rat-
ing processes were also factored into our materiality analysis. The following
rating agencies measure the sustainability performance of Deutsche Börse AG
every year and play a particularly important role for us:
ESG Ratings
Rating agency
S&P
Sustainalytics
MSCI
Rating
2023
2022
70
83
AAA
79
82
AAA
PDF (A4)
Deutsche Börse Group – Annual report 2023
58
Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Combined management report
Deutsche Börse:
Fundamental information about the Group
Strategy and steering parameters
Economic situation
Non-financial declaration
ESG governance
ESG targets
Employees
Customers and markets
Social environment
EU Taxonomy
Risk report
Report on opportunities
Report on expected developments
Report on post-balance sheet date events
Corporate governance statement
Deutsche Börse AG
(disclosures based on HGB)
Takeover-related disclosures
Consolidated financial statements/notes
Remuneration report
Further information
Executive Board & Supervi-
Combined management report
Consolidated financial state-
Remuneration report
Further information
sory Board
Non-financial declaration
ments and notes
EU Taxonomy
The EU Taxonomy is a key EU measure to implement the European Green
Deal and the Sustainable Finance action plan which are intended to achieve
climate-neutrality by 2050. The EU Taxonomy is a classification system that
categorises economic activities as environmentally sustainable in terms of the
following six environmental objectives:
Climate change mitigation
Climate change adaptation
Sustainable use and protection of water and marine resources
Transition to a circular economy
Pollution prevention and control
Protection and restoration of biodiversity and ecosystems
Article 8 of the EU Taxonomy defines the disclosure requirements for the pro-
portion of turnover, capital and operating expenditure derived from and related
to environmentally sustainable economic activities as well as energy produc-
tion from nuclear energy and fossil gas.
For financial year 2023 we have not identified any Taxonomy-eligible turnover
within the scope of application of the delegated acts.
Capital and operating expenditure
The proportion of Taxonomy-eligible capital expenditure (CapEx) is determined
by dividing the Taxonomy-eligible capital expenditure by total additions to in-
tangible and tangible assets. For further details, see note 10, table “Intangible
assets” and note 11, table “Property, plant and equipment (incl. right-of-use
assets)”, lines “Additions”.
Likewise, to determine the proportion of Taxonomy-eligible operating expendi-
ture (OpEx), the Taxonomy-eligible operating expenditure is divided by the
Group’s total operating expenditure. For further details, see note 6, table
“Composition of other operating expenses”.
For financial year 2023 we have not identified any Taxonomy-eligible capital
or operating expenditure within the scope of application of the delegated acts.
Principles for determining the proportion of Taxonomy-eligible
environmentally sustainable economic activities
Energy production from nuclear energy and fossil gas
Turnover
The Taxonomy-eligible turnover is divided by the Group’s total turnover to de-
termine the proportion of Taxonomy-eligible turnover. The denominator is
based on sales in accordance with IAS 1.82(a) as presented in the consoli-
dated statement of comprehensive income. For further details, please refer to
note 4, table “Composition of our net revenues” (Part 1-2)”), column “Net rev-
enues 2023”).
For financial year 2023 we have not identified any economic activities at
Deutsche Börse Group involving energy production from nuclear energy and
fossil gas.
PDF (A4)
Deutsche Börse Group – Annual report 2023
59
Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Combined management report
Deutsche Börse:
Fundamental information about the Group
Strategy and steering parameters
Economic situation
Non-financial declaration
ESG governance
ESG targets
Employees
Customers and markets
Social environment
EU Taxonomy
Risk report
Report on opportunities
Report on expected developments
Report on post-balance sheet date events
Corporate governance statement
Deutsche Börse AG
(disclosures based on HGB)
Takeover-related disclosures
Consolidated financial statements/notes
Remuneration report
Further information
Executive Board & Supervi-
Combined management report
Consolidated financial state-
Remuneration report
Further information
sory Board
Non-financial declaration
ments and notes
The following tables provide an overview of the proportion of Taxonomy-eligible environmentally sustainable economic activities for the 2023 financial year:
Turnover
Economic Activities
Substantial contribution criteria
DNSH criteria (“Does Not Significantly
Harm”)
3
2
0
2
r
a
e
y
,
r
e
v
o
n
r
u
T
f
o
n
o
i
t
r
o
p
o
r
P
n
o
i
t
a
g
i
t
i
M
e
g
n
a
h
C
e
t
a
m
n
o
i
t
a
t
p
a
d
A
e
g
n
a
h
C
e
t
a
m
i
l
C
i
l
C
r
e
v
o
n
r
u
T
e
d
o
C
n
o
i
t
a
g
i
t
i
M
e
g
n
a
h
C
e
t
a
m
n
o
i
t
a
t
p
a
d
A
e
g
n
a
h
C
e
t
a
m
i
l
C
i
l
C
y
m
o
n
o
c
E
l
r
a
u
c
r
i
C
y
t
i
s
r
e
v
i
d
o
B
i
n
o
i
t
u
l
l
o
P
r
e
t
a
W
y
m
o
n
o
c
E
l
r
a
u
c
r
i
C
y
t
i
s
r
e
v
i
d
o
B
i
n
o
i
t
u
l
l
o
P
r
e
t
a
W
s
d
r
a
u
g
e
f
a
S
m
u
m
n
M
i
i
Proportion of
Taxonomy
aligned (A.1.)
or
-eligible (A.2.)
turnover, year
2022
Category
enabling
activity
Category
transitional
activity
in €m
% Y; N;
N/EL
Y; N;
N/EL
Y; N;
N/EL
Y; N;
N/EL
Y; N;
N/EL
Y; N;
N/EL
Y/N Y/N Y/N Y/N Y/N Y/N Y/N
%
E
T
A. TAXONOMY-ELIGIBLE ACTIVITIES
A.1. Environmentally sustainable activities (Taxonomy-aligned)
Turnover of environmentally sustainable activities (Taxonomy-
aligned) (A.1)
Of which enabling
Of which transitional
A.2 Taxonomy-eligible but not environmentally sustainable activi-
ties (not Taxonomy-aligned activities)
Turnover of Taxonomy-eligible but not environmentally sustainable
activities (not Taxonomy-aligned activities) (A.2)
A. Turnover of Taxonomy-eligible activities (A.1+A.2)
B. TAXONOMY-NON-ELIGIBLE ACTIVITIES
Turnover of Taxonomy-non-eligible activities
TOTAL
0% 0% 0% 0% 0% 0% 0%
0% 0% 0% 0% 0% 0% 0%
0% 0%
EL;
N/EL
EL;
N/EL
EL;
N/EL
EL;
N/EL
EL;
N/EL
EL;
N/EL
0% 0% 0% 0% 0% 0% 0%
0% 0% 0% 0% 0% 0% 0%
5,133.2 100%
5,133.2 100%
0%
0%
0%
0%
0%
PDF (A4)
Deutsche Börse Group – Annual report 2023
60
Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Combined management report
Deutsche Börse:
Fundamental information about the Group
Strategy and steering parameters
Economic situation
Non-financial declaration
ESG governance
ESG targets
Employees
Customers and markets
Social environment
EU Taxonomy
Risk report
Report on opportunities
Report on expected developments
Report on post-balance sheet date events
Corporate governance statement
Deutsche Börse AG
(disclosures based on HGB)
Takeover-related disclosures
Consolidated financial statements/notes
Remuneration report
Further information
Executive Board & Supervi-
Combined management report
Consolidated financial state-
Remuneration report
Further information
sory Board
Non-financial declaration
ments and notes
Capital expenditures (CapEx)
Substantial contribution criteria
DNSH criteria (“Does Not Significantly
Harm”)
3
2
0
2
r
a
e
y
,
x
E
p
a
C
f
o
n
o
i
t
r
o
p
o
r
P
n
o
i
t
a
g
i
t
i
M
e
g
n
a
h
C
e
t
a
m
n
o
i
t
a
t
p
a
d
A
e
g
n
a
h
C
e
t
a
m
i
l
C
i
l
C
n
o
i
t
a
g
i
t
i
M
e
g
n
a
h
C
e
t
a
m
n
o
i
t
a
t
p
a
d
A
e
g
n
a
h
C
e
t
a
m
i
l
C
i
l
C
y
m
o
n
o
c
E
l
r
a
u
c
r
i
C
y
t
i
s
r
e
v
i
d
o
B
i
n
o
i
t
u
l
l
o
P
r
e
t
a
W
y
m
o
n
o
c
E
l
r
a
u
c
r
i
C
y
t
i
s
r
e
v
i
d
o
B
i
n
o
i
t
u
l
l
o
P
r
e
t
a
W
Economic Activities
e
d
o
C
x
E
p
a
C
s
d
r
a
u
g
e
f
a
S
m
u
m
n
M
i
i
Proportion of
Taxonomy
aligned (A.1.)
or
-eligible (A.2.)
CapEx, year
2022
Category
enabling
activity
Category
transitional
activity
in €m
% Y; N;
N/EL
Y; N;
N/EL
Y; N;
N/EL
Y; N;
N/EL
Y; N;
N/EL
Y; N;
N/EL
Y/N Y/N Y/N Y/N Y/N Y/N Y/N
%
E
T
A. TAXONOMY-ELIGIBLE ACTIVITIES
A.1. Environmentally sustainable activities (Taxonomy-aligned)
CapEx of environmentally sustainable activities (Taxonomy-aligned)
(A.1)
Of which enabling
Of which transitional
A.2 Taxonomy-eligible but not environmentally sustainable activi-
ties (not Taxonomy-aligned activities)
CapEx of Taxonomy-eligible but not environmentally sustainable ac-
tivities (not Taxonomy-aligned activities) (A.2)
A. CapEx of Taxonomy-eligible activities (A.1+A.2)
B. TAXONOMY-NON-ELIGIBLE ACTIVITIES
CapEx of Taxonomy-non-eligible activities
TOTAL
0% 0% 0% 0% 0% 0% 0%
0% 0% 0% 0% 0% 0% 0%
0% 0%
EL;
N/EL
EL;
N/EL
EL;
N/EL
EL;
N/EL
EL;
N/EL
EL;
N/EL
0% 0% 0% 0% 0% 0% 0%
0% 0% 0% 0% 0% 0% 0%
301.2 100%
301.2 100%
0%
0%
0%
0%
0%
PDF (A4)
Deutsche Börse Group – Annual report 2023
61
Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Combined management report
Deutsche Börse:
Fundamental information about the Group
Strategy and steering parameters
Economic situation
Non-financial declaration
ESG governance
ESG targets
Employees
Customers and markets
Social environment
EU Taxonomy
Risk report
Report on opportunities
Report on expected developments
Report on post-balance sheet date events
Corporate governance statement
Deutsche Börse AG
(disclosures based on HGB)
Takeover-related disclosures
Consolidated financial statements/notes
Remuneration report
Further information
Executive Board & Supervi-
Combined management report
Consolidated financial state-
Remuneration report
Further information
sory Board
Non-financial declaration
ments and notes
Operating expenditures (OpEx)
Substantial contribution criteria
DNSH criteria (“Does Not Significantly
Harm”)
3
2
0
2
r
a
e
y
,
x
E
p
O
f
o
n
o
i
t
r
o
p
o
r
P
n
o
i
t
a
g
i
t
i
M
e
g
n
a
h
C
e
t
a
m
n
o
i
t
a
t
p
a
d
A
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g
n
a
h
C
e
t
a
m
i
l
C
i
l
C
n
o
i
t
a
g
i
t
i
M
e
g
n
a
h
C
e
t
a
m
n
o
i
t
a
t
p
a
d
A
e
g
n
a
h
C
e
t
a
m
i
l
C
i
l
C
y
m
o
n
o
c
E
l
r
a
u
c
r
i
C
y
t
i
s
r
e
v
i
d
o
B
i
n
o
i
t
u
l
l
o
P
r
e
t
a
W
y
m
o
n
o
c
E
l
r
a
u
c
r
i
C
y
t
i
s
r
e
v
i
d
o
B
i
n
o
i
t
u
l
l
o
P
r
e
t
a
W
Economic Activities
e
d
o
C
x
E
p
O
s
d
r
a
u
g
e
f
a
S
m
u
m
n
M
i
i
Proportion of
Taxonomy
aligned (A.1.)
or
-eligible (A.2.)
OpEx, year
2022
Category
enabling
activity
Category
transitional
activity
in €m
% Y; N;
N/EL
Y; N;
N/EL
Y; N;
N/EL
Y; N;
N/EL
Y; N;
N/EL
Y; N;
N/EL
Y/N Y/N Y/N Y/N Y/N Y/N Y/N
%
E
T
A. TAXONOMY-ELIGIBLE ACTIVITIES
A.1. Environmentally sustainable activities (Taxonomy-aligned)
OpEx of environmentally sustainable activities (Taxonomy-aligned)
(A.1)
Of which enabling
Of which transitional
A.2 Taxonomy-eligible but not environmentally sustainable activi-
ties (not Taxonomy-aligned activities)
OpEx of Taxonomy-eligible but not environmentally sustainable activ-
ities (not Taxonomy-aligned activities) (A.2)
A. OpEx of Taxonomy-eligible activities (A.1+A.2)
B. TAXONOMY-NON-ELIGIBLE ACTIVITIES
OpEx of Taxonomy-non-eligible activities
TOTAL
0% 0% 0% 0% 0% 0% 0%
0% 0% 0% 0% 0% 0% 0%
0% 0%
EL;
N/EL
EL;
N/EL
EL;
N/EL
EL;
N/EL
EL;
N/EL
EL;
N/EL
0% 0% 0% 0% 0% 0% 0%
0% 0% 0% 0% 0% 0% 0%
695.8 100%
695.8 100%
0%
0%
0%
0%
0%
PDF (A4)
Deutsche Börse Group – Annual report 2023
62
Deutsche Börse Group – Annual report 2023
Executive Board & Supervi-
Combined management report
Consolidated financial state-
Remuneration report
Further information
sory Board
Non-financial declaration
ments and notes
Nuclear and fossil gas related activities
Row
Nuclear energy-related activities
1.
2.
3.
4.
5.
6.
The undertaking carries out, funds or has exposures to research, development, demonstration and deployment of innovative electricity generation facilities that produce energy from nuclear pro-
cesses with minimal waste from the fuel cycle.
The undertaking carries out, funds or has exposures to construction and safe operation of new nuclear installations to produce electricity or process heat, including for the purposes of district heat-
ing or industrial processes such as hydrogen production, as well as their safety upgrades, using best available technologies.
The undertaking carries out, funds or has exposures to safe operation of existing nuclear installations that produce electricity or process heat, including for the purposes of district heating or indus-
trial processes such as hydrogen production from nuclear energy, as well as their safety upgrades.
Fossil-gas-related activities
The undertaking carries out, funds or has exposures to construction or operation of electricity generation facilities that produce electricity using fossil gaseous fuels.
The undertaking carries out, funds or has exposures to construction, refurbishment, and operation of combined heat/cool and power generation facilities using fossil gaseous fuels.
The undertaking carries out, funds or has exposures to construction, refurbishment and operation of heat generation facilities that produce heat/cool using fossil gaseous fuels.
No
No
No
No
No
No
Executive and Supervisory Board
Combined management report
Deutsche Börse:
Fundamental information about the Group
Strategy and steering parameters
Economic situation
Non-financial declaration
ESG governance
ESG targets
Employees
Customers and markets
Social environment
EU Taxonomy
Risk report
Report on opportunities
Report on expected developments
Report on post-balance sheet date events
Corporate governance statement
Deutsche Börse AG
(disclosures based on HGB)
Takeover-related disclosures
Consolidated financial statements/notes
Remuneration report
Further information
PDF (A4)
Deutsche Börse Group – Annual report 2023
63
Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Combined management report
Deutsche Börse:
Fundamental information about the Group
Strategy and steering parameters
Economic situation
Non-financial declaration
Risk report
Risk profile Deutsche Börse Group
Regulatory classification
Goals and principles of risk management
Risk management approach
Economic and normative perspective
Risk-bearing capacity from an economic
perspective
Organisational structure and reporting
lines for risk management
Centrally coordinated risk management
process
Overall assessment of the risk situation
by the Executive Board
Report on opportunities
Report on expected developments
Report on post-balance sheet date events
Corporate governance statement
Deutsche Börse AG
(disclosures based on HGB)
Takeover-related disclosures
Consolidated financial statements/notes
Remuneration report
Further information
Executive Board & Supervi-
Combined management report
Consolidated financial state-
Remuneration report
Further information
sory Board
Risk report
ments and notes
Risk report
We provide the infrastructure for dependable and secure capital markets and contribute constructively to its
regulation. A responsible approach to risk management forms an integral part of our business model and our
corporate strategy.
The required economic capital is made up of operational risks, financial risks
(including credit and market risks), business risks and pension risks. The fol-
lowing chart shows the specific breakdown of risks as at 31 December 2023:
Risk profile Deutsche Börse Group
Overview of the risk profile and material changes compared
with the previous year
DBAG is the Group parent company and thus the parent of all the companies
that form part of Deutsche Börse Group. In key aspects its risk profile therefore
represents risks at the level of its subsidiaries, which include providers of
strictly regulated financial market infrastructure. Risk at Deutsche Börse Group
is expressed in terms of required economic capital (REC), which is calculated
on the basis of assumptions. Required economic capital as at 31 December
2023 amounted to €1,619 million (2022: €1,754 million). It is covered by a
risk-bearing capacity, derived from shareholders’ equity, of €8,898 million
(2022: €7,742 million). The risks of Deutsche Börse Group are therefore cov-
ered by its risk-bearing capacity. Looking at the Group companies it can be
said that DBG has a conservative risk profile and that it monitors and limits
risks closely.
There have been no material changes in the DBG risk profile compared to the
previous year. The reduction of the required economic capital is partly due to a
revision of scenarios at Clearstream Securities Services (€-81 million) and for
non-banks. Including Crypto Finance in full caused credit risk to increase by
€27 million and market price risk by €10 million. Methodological changes re-
sulted in an increase of €57 million in the pension risk.
PDF (A4)
Deutsche Börse Group – Annual report 2023
64
Deutsche Börse Group – Annual report 2023
Executive Board & Supervi-
Combined management report
Consolidated financial state-
Remuneration report
Further information
sory Board
Risk report
ments and notes
Executive and Supervisory Board
Combined management report
Deutsche Börse:
Fundamental information about the Group
Strategy and steering parameters
Economic situation
Non-financial declaration
Risk report
Risk profile Deutsche Börse Group
Regulatory classification
Goals and principles of risk management
Risk management approach
Economic and normative perspective
Risk-bearing capacity from an economic
perspective
Organisational structure and reporting
lines for risk management
Centrally coordinated risk management
process
Overall assessment of the risk situation
by the Executive Board
Report on opportunities
Report on expected developments
Report on post-balance sheet date events
Corporate governance statement
Deutsche Börse AG
(disclosures based on HGB)
Takeover-related disclosures
Consolidated financial statements/notes
Remuneration report
Further information
In addition to the economic capital, which is measured by means of internal
risk models, the normative perspective (regulatory capital requirements) is de-
termined for the regulated companies.
Regulatory classification
Within Deutsche Börse Group it is mainly the subsidiaries of Deutsche Börse
AG (DBAG) that are subject to strict regulatory requirements. DBAG itself is not
a bank and has not been classified as a financial holding company by the
Bundesanstalt für Finanzdienstleistungsaufsicht, so it is not itself subject to su-
pervision as a bank. DBAG aligns its risk management with the standards for
companies, and parts of the standards for banks are applied if they are appro-
priate. In view of their economic importance we particularly discuss the banks
in our Group, namely Clearstream Banking S.A., Clearstream Banking AG,
Clearstream Fund Centre S.A. and Eurex Clearing AG. Further details are also
provided for European Commodity Clearing AG as a central counterparty (CCP)
according to the European Market Infrastructure Regulation (EMIR).
Material developments compared with the previous year
Clearstream Fund Centre S.A., a separate legal entity, was established at the
beginning of 2023 for the fund business of Clearstream Banking S.A. and
Clearstream Banking AG. This is a subsidiary of DBAG. Business activities in
the fund business are reported in the Fund Services segment. Clearstream
Fund Centre S.A. is a bank and must meet CRR requirements in this respect.
It is also regulated under MiFID, and one of its main purposes is to support
customers to meet their regulatory fund requirements in accordance with
MiFID.
DBAG acquired 100 per cent of the shares in SimCorp A/S in late October after
a public takeover offer. The risks related to the acquisition of SimCorp have
been examined and as at 31 December 2023 it was found that it does not
materially change the overall risk profile of Deutsche Börse Group. The current
integration of Axioma with SimCorp entails an increased operational risk in
connection with the successful completion of the integration project.
Clearstream Banking AG and Clearstream Banking S.A. have to meet com-
bined capital requirements (Complementary Approach Ratio) as from April
2023. These result from the capital requirements of the Central Securities De-
positories Regulation (CSDR) and the Capital Requirements Regulation (CRR,
for details see “Regulatory capital requirements and regulatory capital ratios”).
Clearstream Banking S.A. remained affected in 2023 by Russia’s large-scale
invasion of Ukraine, which required a considerable amount of management at-
tention. Developments continue to be monitored closely in order to analyse the
various impacts of the Russia-Ukraine war. The main focus was on adapting
processes and controls to the countermeasures that Russia has taken in re-
sponse to western sanctions. Clearstream Banking S.A. started to reduce its
customer relations to Russian state actors massively following the first invasion
of Ukraine in 2014.
PDF (A4)
Deutsche Börse Group – Annual report 2023
65
Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Combined management report
Deutsche Börse:
Fundamental information about the Group
Strategy and steering parameters
Economic situation
Non-financial declaration
Risk report
Risk profile Deutsche Börse Group
Regulatory classification
Goals and principles of risk management
Risk management approach
Economic and normative perspective
Risk-bearing capacity from an economic
perspective
Organisational structure and reporting
lines for risk management
Centrally coordinated risk management
process
Overall assessment of the risk situation
by the Executive Board
Report on opportunities
Report on expected developments
Report on post-balance sheet date events
Corporate governance statement
Deutsche Börse AG
(disclosures based on HGB)
Takeover-related disclosures
Consolidated financial statements/notes
Remuneration report
Further information
Executive Board & Supervi-
Combined management report
Consolidated financial state-
Remuneration report
Further information
sory Board
Risk report
ments and notes
In terms of the Middle East conflict that broke out in October 2023, an analy-
sis carried out across the Group did not determine any material impact on the
overall risk profile.
Notes on material changes in substantial litigations as well as tax risks are de-
scribed in more detail in note 25 “Financial liabilities and other risks” in the
consolidated financial statements and are an integral part of this combined
management report.
Relevant regulations
Our banks follow international standards and comply with the minimum capi-
tal requirements set by the CRR. In addition, they rely on the banking pro-
cesses to ensure the adequacy of capital and liquidity (Internal Capital Ade-
quacy Assessment Process, ICAAP, and Internal Liquidity Adequacy Assess-
ment Process, ILAAP), which comprise internal stress tests and constitute a
core component of the risk management approach.
Our banks Clearstream Banking AG, Clearstream Banking S.A., Clearstream
Fund Centre S.A. and Eurex Clearing AG calculate their regulatory capital re-
quirements in line with the applicable CRR, which conforms to the first pillar
of the Basel Standard for Bank Supervision. Eurex Clearing AG and European
Commodity Clearing AG meet the CRR requirements and also the capital re-
quirements of European Market Infrastructure Regulation (EMIR). Clearstream
companies must also comply with the Minimum Requirements for Own Funds
and Eligible Liabilities (MREL). The central securities depositories Clearstream
Banking AG and Clearstream Banking S.A. are also subject to the Central Se-
curities Depository Regulation (CSDR). For details see the section “Regulatory
capital requirements and regulatory capital ratios”.
Eurex Clearing AG and European Commodity Clearing AG are authorised as
central coun-terparties (CCPs) and are subject to the requirements of EMIR
and the Recovery and Resolution of Central Counterparties (CCP RR) regime.
By contrast, recovery and resolution plans for the Clearstream companies and
Clearstream Fund Centre S.A. are ensured by their compliance with the EU
Banking Recovery and Resolution Directive (BRRD).
In addition to the European requirements, there are national requirements of
the Minimum Requirements for Risk Management (MaRisk) issued by the Fed-
eral Financial Supervisory Authority (Bundesanstalt für Finanzdienstleistung-
saufsicht, BaFin), requirements of the German Banking Act as well as the cir-
cular 12/552 issued by the Financial Supervisory Authority of Luxembourg
(Commission de Surveillance du Secteur Financier, CSSF) to be mentioned.
Other subsidiaries have different licences to provide services in the financial
industry, which means they too are governed by extensive statutory require-
ments, including for risk management. Clearstream Banking AG maintains a
central register within the meaning of the Electronic Securities Act (eWPG), for
example. Eurex Repo GmbH and 360 Treasury Systems AG are also subject to
specific provisions applicable to investment firms. Nodal Clear, LLC is a Deriv-
atives Clearing Organisation (DCO) subject to regulation by the US Commodity
Futures Trading Commission (CFTC). Crypto Finance AG is authorised to oper-
ate a securities business under Article 41 of the Swiss Financial Institution Act
(FINIG), whereas Crypto Finance (Asset Management) AG is authorised as an
asset manager for collective investment schemes under the Swiss Collective In-
vestment Scheme Act (KAG). Both are subject to supervision by the Swiss
Financial Market Supervisory Authority (FINMA). Our recently acquired subsid-
iary SimCorp is basically a non-regulated company. It was subject to the Dan-
ish Financial Supervisory Authority (DFSA) only because it was listed on the
stock exchange. It was delisted from Nasdaq Copenhagen on 30 October
2023 following the takeover by Deutsche Börse AG. With the delisting
SimCorp is no longer subject to the Danish Financial Supervisory Authority
PDF (A4)
Deutsche Börse Group – Annual report 2023
66
Deutsche Börse Group – Annual report 2023
Executive Board & Supervi-
Combined management report
Consolidated financial state-
Remuneration report
Further information
sory Board
Risk report
ments and notes
(DFSA) and Nasdaq Copenhagen. For further details, see the section “Regula-
tory capital requirements and regulatory capital ratios”.
Goals and principles of risk management
The Bundesanstalt für Finanzdienstleistungsaufsicht (BaFin) and Bundesbank
supervise our banks, Clearstream Banking AG, Eurex Clearing AG and Clear-
stream Holding AG. The CSSF and Banque Centrale du Luxembourg (BCL) su-
pervise Clearstream Banking S.A. and Clearstream Fund Centre S.A. The pub-
lic exchanges are the Frankfurter Wertpapierbörse (FWB) and Eurex Deutsch-
land (futures exchange) (ED). Deutsche Börse AG is responsible for the opera-
tion of the Frankfurter Wertpapierbörse (Frankfurt Stock Exchange). Eurex
Deutschland is operated by Eurex Frankfurt AG. The exchanges are supervised
by the Hesse Exchange Supervisory Authority. The Hesse Exchange Supervi-
sory Authority is responsible for operating and legal supervision. It is part of
the Hesse Ministry for the Economy, Energy, Transport and Housing.
Deutsche Börse Group strives for a leading role in all our business areas. We pro-
vide the infrastructure for dependable and secure capital markets and are in-
volved constructively in its regulation. We align our risk management approach
with our business model and our corporate strategy.
Our risk management approach is based on the following principles: risk limita-
tion, implementation of the business strategy in line with the risk appetite, and a
reasonable relationship between risk and return.
In the course of growth by the business segments (e.g. organic growth, M&A
activities, extension of the leading position in digital platforms for existing and
new asset classes), risk management supports implementation of the strategy
in line with the risk appetite by identifying risks, communicating clearly, limit-
ing risks and monitoring. The aim is make well-founded strategic decisions
within the boundaries of the defined risk appetite. Embedded cross-cutting
risks such as ESG risks are also considered.
We aim to achieve an appropriate balance between risk and return. Internal
risk management is based on the Group-wide detection and management of
risk, see the chart “Interlocking business strategy and risk management strat-
egy”.
Executive and Supervisory Board
Combined management report
Deutsche Börse:
Fundamental information about the Group
Strategy and steering parameters
Economic situation
Non-financial declaration
Risk report
Risk profile Deutsche Börse Group
Regulatory classification
Goals and principles of risk management
Risk management approach
Economic and normative perspective
Risk-bearing capacity from an economic
perspective
Organisational structure and reporting
lines for risk management
Centrally coordinated risk management
process
Overall assessment of the risk situation
by the Executive Board
Report on opportunities
Report on expected developments
Report on post-balance sheet date events
Corporate governance statement
Deutsche Börse AG
(disclosures based on HGB)
Takeover-related disclosures
Consolidated financial statements/notes
Remuneration report
Further information
PDF (A4)
Deutsche Börse Group – Annual report 2023
67
Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Combined management report
Deutsche Börse:
Fundamental information about the Group
Strategy and steering parameters
Economic situation
Non-financial declaration
Risk report
Risk profile Deutsche Börse Group
Regulatory classification
Goals and principles of risk management
Risk management approach
Economic and normative perspective
Risk-bearing capacity from an economic
perspective
Organisational structure and reporting
lines for risk management
Centrally coordinated risk management
process
Overall assessment of the risk situation
by the Executive Board
Report on opportunities
Report on expected developments
Report on post-balance sheet date events
Corporate governance statement
Deutsche Börse AG
(disclosures based on HGB)
Takeover-related disclosures
Consolidated financial statements/notes
Remuneration report
Further information
Executive Board & Supervi-
Combined management report
Consolidated financial state-
Remuneration report
Further information
sory Board
Risk report
ments and notes
Risk management approach
Risk analysis
We primarily adopt an economic perspective to quantify and aggregate risks.
For the banks that are the focus of the following comments – particularly in-
cluding Clearstream Holding AG, Clearstream Banking S.A. Clearstream Bank-
ing AG, Clearstream Fund Centre S.A. and Eurex Clearing AG – and the securi-
ties firms - in the Group, this is supplemented by the normative perspective,
which is discussed in more detail in the section “Regulatory capital require-
ments and regulatory capital ratios (normative perspective)”. The value at risk
(VaR) model is the main tool for quantifying risks. The purpose of the VaR
model is to determine the amount of economic capital – given a confidence in-
terval of 99.9 per cent defined ex ante – required to cover very unlikely but
possible losses incurred within twelve months. Moreover, we carry out stress
tests in order to simulate extreme, yet plausible, events and their impact upon
the Group’s risk-bearing capacity. Complementary risk metrics have been es-
tablished as an additional approach to risk monitoring, which serve as an early
warning system for in-house risks. These risk metrics are based on operational
risks (including IT and security risks, potential losses), credit, liquidity and
business risks, as well as the indicators defined for recovery plans.
Stress tests are carried out in order to simulate separately and in aggregate ex-
treme but plausible events for all material types of risk. They simulate the oc-
currence of extreme losses or the accumulation of large losses within a single
year. Both hypothetical and historical scenarios are used and calculated for the
banks and securities firms in the Group. Reverse stress tests are also carried
out. They calculate which loss scenarios or liquidity squeezes would have to
materialise for the risk-bearing capacity to be exceeded from a capital or li-
quidity perspective. Additional adverse scenarios are simulated for the relevant
supervisory perspective (normative perspective) by the banks and securities
firms. The recovery plans for the banks include additional recovery stress tests.
PDF (A4)
Deutsche Börse Group – Annual report 2023
68
Deutsche Börse Group – Annual report 2023
Executive Board & Supervi-
Combined management report
Consolidated financial state-
Remuneration report
Further information
sory Board
Risk report
ments and notes
Executive and Supervisory Board
Risk mitigation
Economic and normative perspective
Combined management report
Deutsche Börse:
Fundamental information about the Group
Strategy and steering parameters
Economic situation
Non-financial declaration
Risk report
Risk profile Deutsche Börse Group
Regulatory classification
Goals and principles of risk management
Risk management approach
Economic and normative perspective
Risk-bearing capacity from an economic
perspective
Organisational structure and reporting
lines for risk management
Centrally coordinated risk management
process
Overall assessment of the risk situation
by the Executive Board
Report on opportunities
Report on expected developments
Report on post-balance sheet date events
Corporate governance statement
Deutsche Börse AG
(disclosures based on HGB)
Takeover-related disclosures
Consolidated financial statements/notes
Remuneration report
Further information
The steps to mitigate material risks are described in detail in the sections “Op-
erational risks”, “Credit risk” and “Structure of the internal control system”.
Risk monitoring
The economic perspective assesses risk positions arising from business opera-
tions. The normative perspective includes inputs from regulatory models. The
economic perspective is used to derive the minimum required economic capi-
tal (REC), so that our risk-bearing capacity based on the statistical model ap-
plied is not exhausted more than once in 1,000 years.
We use quantitative and qualitative approaches and methods for risk monitor-
ing, with the objective of providing as complete a picture as possible of our
risk situation. To this end, the Group continuously reviews internal events with
regard to their risk properties, whilst also considering regional as well as global
developments. We are thus able to recognise and analyse existing risks; at the
same time, it is able to swiftly and adequately respond to emerging risks, as
well as to changes in the market or in the business environment.
From a normative perspective, regulatory capital requirements are the relevant
management metrics. This means that risk management aims to meet the reg-
ulatory capital requirements for the banks and regulated securities companies
in the Group. The economic and normative perspectives are used for risk man-
agement. The aim is therefore not only to meet the regulatory capital require-
ments, but also to ensure financial stability by means of the additional eco-
nomic approach.
Risk metrics are used to quantify the most important internal risks against set
limits. These supplement the risk quantification from the economic perspective
and serve to monitor management indicators other than the capital require-
ment, and non-quantifiable risks. Any under- or overshoot of the defined limits
serves as an early warning signal, which is reported to the Executive Board on
a monthly basis. Furthermore, any such breach immediately triggers the nec-
essary analysis and risk mitigation processes.
Our risk management approach also includes a sustainable, long-term compo-
nent. In addition to the current existing risks, additional risks are also consid-
ered over a horizon of twelve months. For this purpose, we have developed so-
called risk maps tailored specifically for expected or upcoming regulatory re-
quirements and IT and information security risks. In addition, other opera-
tional, business and financial risks are also assessed beyond a twelve-month
period. The risk maps categorise risks according to their probability of occur-
rence, and their potential financial impact, and show how the results relate to
environmental, social and governance (ESG) aspects.
PDF (A4)
Deutsche Börse Group – Annual report 2023
69
Deutsche Börse Group – Annual report 2023
Executive Board & Supervi-
Combined management report
Consolidated financial state-
Remuneration report
Further information
sory Board
Risk report
ments and notes
Risk-bearing capacity from an economic perspective
Composition of required economic capital
At Group level we determine our risk-bearing capacity on the basis of reported
equity in accordance with International Financial Reporting Standards (IFRSs).
By contrast, Clearstream Holding AG, Clearstream Banking S.A., Clearstream
Banking AG, Clearstream Fund Centre S.A., Eurex Clearing AG and European
Commodity Clearing AG determine their economic risk-bearing capacity on the
basis of their regulatory capital (for details, see the section “Regulatory capital
requirements and regulatory capital ratios”).
The risk management function measures the amount of economic capital regu-
larly and compares this with the risk-bearing capacity to produce a manage-
ment indicator. The regulated entities also use the normative perspective. The
economic capital for the banks includes Clearstream Banking S.A., Clear-
stream Banking AG, Clearstream Fund Centre S.A. and Eurex Clearing AG. The
following entities in particular are not banks: Deutsche Börse AG, Eurex Frank-
furt AG (including Eurex Repo GmbH), European Energy Exchange AG (includ-
ing ECC and Nodal), 360T Group, the entities in the Investment Management
segment (Qontigo, Institutional Shareholder Services (ISS), Axioma) and Crypto
Finance AG. The intention is to include SimCorp completely in 2024.
Deutsche Börse Group
Credit institutions
Non-credit institutions
€m
31 Dec 2023 31 Dec 2022 31 Dec 2023 31 Dec 2022 31 Dec 2023 31 Dec 2022
Operational risks
Credit risk1
Market risk
Pension risk
Business risk
Economic capital
Risk-bearing capacity
933
457
143
86
0
1,619
8,898
1,181
430
114
29
0
1,754
7,742
529
326
99
17
0
551
369
109
29
0
404
100
44
69
0
630
50
5
0
0
971
2,463
1,058
2,502
617
6,426
685
5,224
1) Consolidation effect at Group level due to intercompany exposures versus DBAG.
The ratio of required risk capital to risk-bearing capacity remained below the
defined maximum throughout the reporting period.
Operational risks
Most of the risks in the Deutsche Börse Group are operational in nature. Oper-
ational risks comprise the unavailability of systems, service deficiency, damage
to physical assets as well as legal offences and business practices (see the
chart below: “Operational risk at Deutsche Börse Group”). Operational risks are
measured using scenarios.
Executive and Supervisory Board
Combined management report
Deutsche Börse:
Fundamental information about the Group
Strategy and steering parameters
Economic situation
Non-financial declaration
Risk report
Risk profile Deutsche Börse Group
Regulatory classification
Goals and principles of risk management
Risk management approach
Economic and normative perspective
Risk-bearing capacity from an economic
perspective
Organisational structure and reporting
lines for risk management
Centrally coordinated risk management
process
Overall assessment of the risk situation
by the Executive Board
Report on opportunities
Report on expected developments
Report on post-balance sheet date events
Corporate governance statement
Deutsche Börse AG
(disclosures based on HGB)
Takeover-related disclosures
Consolidated financial statements/notes
Remuneration report
Further information
PDF (A4)
Deutsche Börse Group – Annual report 2023
70
Deutsche Börse Group – Annual report 2023
Executive Board & Supervi-
Combined management report
Consolidated financial state-
Remuneration report
Further information
sory Board
Risk report
ments and notes
In the context of implementing ESG rules into non-financial risk management,
the relevant scenarios required to show the operational risk of subsidiaries are
marked ESG. Existing risks have been classified. ESG risks have been analysed
and quantified in this context as far as possible. In the course of this analysis
the effects of ES-G risks were classified as immaterial and no new risks were
identified.
We measure the availability of the systems as an important risk indicator. As
an international exchange operator and innovative provider of market infra-
structure, state-of-the-art IT is of the utmost importance for the Group to en-
sure that it can deliver its services smoothly and continuously. Special IT risk
indicators for system availability have been defined in accordance with a de-
fined risk appetite, to monitor the uptime and performance of the main IT sys-
tems in all units and business segments and to ensure that they remain within
the defined parameters. Yellow and red limits are defined for this purpose, to
enable the timely and transparent escalation and reporting of breaches to sen-
ior management. Since availability risk is the biggest operational risk for the
Group, it is the subject of regular testing. This simulates the impact of a failure
of our own systems or those of suppliers.
Risks can also arise if a service provided to a customer is inadequate and
leads to complaints or legal disputes. For example, errors in the settlement of
securities transactions due to product or process deficiencies or faulty manual
input. The related processes are tested at least annually. Other sources of er-
rors may lie with suppliers or defective products. We register complaints and
formal objections as a key indicator of deficient processing risk.
Executive and Supervisory Board
Combined management report
Deutsche Börse:
Fundamental information about the Group
Strategy and steering parameters
Economic situation
Non-financial declaration
Risk report
Risk profile Deutsche Börse Group
Regulatory classification
Goals and principles of risk management
Risk management approach
Economic and normative perspective
Risk-bearing capacity from an economic
perspective
Organisational structure and reporting
lines for risk management
Centrally coordinated risk management
process
Overall assessment of the risk situation
by the Executive Board
Report on opportunities
Report on expected developments
Report on post-balance sheet date events
Corporate governance statement
Deutsche Börse AG
(disclosures based on HGB)
Takeover-related disclosures
Consolidated financial statements/notes
Remuneration report
Further information
PDF (A4)
Deutsche Börse Group – Annual report 2023
71
Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Combined management report
Deutsche Börse:
Fundamental information about the Group
Strategy and steering parameters
Economic situation
Non-financial declaration
Risk report
Risk profile Deutsche Börse Group
Regulatory classification
Goals and principles of risk management
Risk management approach
Economic and normative perspective
Risk-bearing capacity from an economic
perspective
Organisational structure and reporting
lines for risk management
Centrally coordinated risk management
process
Overall assessment of the risk situation
by the Executive Board
Report on opportunities
Report on expected developments
Report on post-balance sheet date events
Corporate governance statement
Deutsche Börse AG
(disclosures based on HGB)
Takeover-related disclosures
Consolidated financial statements/notes
Remuneration report
Further information
Executive Board & Supervi-
Combined management report
Consolidated financial state-
Remuneration report
Further information
sory Board
Risk report
ments and notes
Natural disasters, accidents, terrorism or sabotage are other operational risks
that could, for example, cause damage or destruction of a data centre. Busi-
ness continuity processes are intended to avert significant financial losses.
Losses can also result from ongoing legal proceedings. These can occur if
Deutsche Börse Group breaches laws or other stipulations, enters into inade-
quate contractual agreements or fails to monitor and observe the case law to a
sufficient degree. Legal risks also include losses due to fraud and labour law
issues.
Furthermore, losses resulting from insufficient anti-money-laundering controls,
violations of competition law or of banking secrecy are included. Such risks
can also arise if government sanctions are not observed, e.g. in case of con-
flicting requirements of different states, or in the event of breaches of other na-
tional or international regulations.
We take specific organisational measures to mitigate operational risks. Among
them are emergency plans, measures to ensure information security and the
physical safety of employees and buildings, insurance coverage, as well as
compliance regulations and procedures. Comments on compliance require-
ments can be found in the section “Compliance”.
Contingency plans
It is vital for our Group to be able to provide our products and services with the
greatest possible reliability, in order to retain the trust of customers and mar-
kets, and to meet our contractual obligations. We have to maintain our busi-
ness operations and take precautions against failures. If our core processes
and resources are not available, this represents not only a substantial risk for
the entire Group but also even a potential systemic risk for the financial mar-
kets in general. A system of contingency plans has therefore been established
throughout the Group (Business Continuity Management System, BCMS). This
covers all processes designed to ensure continuity of operations in the event of
an emergency and reduces unavailability risk. Measures include precautions
relating to all material resources (staff, systems, workspace, suppliers), includ-
ing the redundant design of essential IT systems and the technical infrastruc-
ture, as well as emergency measures designed to mitigate the unavailability of
staff or workspaces in core functions.
Our Group has introduced and tested a management process for emergencies
that enables us to respond quickly and in a coordinated manner. This is in-
tended to minimise the effects on business processes and on the market and
to enable a quick return to regular operations. All business units have ap-
pointed emergency managers to act as central contacts and take responsibility
during emergencies. The emergency managers inform the Executive Board or
raise the alarm with them in the case of severe incidents. If the incident esca-
lates, the Executive Board member responsible acts as the crisis manager or
delegates this role. Our emergency plans are tested regularly by rehearsing crit-
ical situations as realistically as possible. Such tests are generally carried out
unannounced.
Information security
As digitalisation advances, the financial sector as a whole continues its tech-
nological development, which increases the risks of cyber-attacks. Attacks on
company IT systems and on financial infrastructure are increasing worldwide
and the Federal Office for IT Security (BSI) estimates the threat is greater than
ever. Attacks with malware or distributed denial of service (DDoS) attacks rep-
resent major dangers, for instance.
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72
Deutsche Börse Group – Annual report 2023
Executive Board & Supervi-
Combined management report
Consolidated financial state-
Remuneration report
Further information
sory Board
Risk report
ments and notes
Information security has a very high priority for Deutsche Börse Group. As al-
ready described in the section on information security in the chapter “Custom-
ers and markets”, an extensive framework of policies and processes is used, in
line with the international security standard ISO/IEC 27001, and is supple-
mented by specific inspections and technical abilities. Security solutions are
continuously refined and monitored by an independent control function with a
link to operational risk management.
Insurance contracts
Operational risks that we do not wish to bear ourselves are transferred to in-
surance companies, if this is possible at a reasonable price. All insurance con-
tracts are reviewed individually and regularly to identify potential for optimisa-
tion.
Financial risk
We divide financial risk into credit, market price and liquidity risks.
Physical security
Physical security is a high priority for us due to continuously changing global
security risks and threats. Deutsche Börse AG has developed an integral risk
management process to protect the company, its employees and values from
internal and external attacks and threats – in a proactive as well as reactive
manner. Analysts continuously assess the security situation at our locations
and on business trips, and are in close contact with national and international
authorities (Federal Criminal Police Office – BKA, Federal Office for the Protec-
tion of the Constitution – BfV, etc.), security service providers, and security de-
partments of other companies. Multi-level security processes and controls en-
sure physical security at our locations. Physical access to buildings and values
is monitored permanently; it is based on the access principle of “least privi-
lege” (need-to-have basis).
Executive and Supervisory Board
Combined management report
Deutsche Börse:
Fundamental information about the Group
Strategy and steering parameters
Economic situation
Non-financial declaration
Risk report
Risk profile Deutsche Börse Group
Regulatory classification
Goals and principles of risk management
Risk management approach
Economic and normative perspective
Risk-bearing capacity from an economic
perspective
Organisational structure and reporting
lines for risk management
Centrally coordinated risk management
process
Overall assessment of the risk situation
by the Executive Board
Report on opportunities
Report on expected developments
Report on post-balance sheet date events
Corporate governance statement
Deutsche Börse AG
(disclosures based on HGB)
Takeover-related disclosures
Consolidated financial statements/notes
Remuneration report
Further information
PDF (A4)
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Deutsche Börse Group – Annual report 2023
Executive Board & Supervi-
Combined management report
Consolidated financial state-
Remuneration report
Further information
sory Board
Risk report
ments and notes
Executive and Supervisory Board
Credit risk
Combined management report
Deutsche Börse:
Fundamental information about the Group
Strategy and steering parameters
Economic situation
Non-financial declaration
Risk report
Risk profile Deutsche Börse Group
Regulatory classification
Goals and principles of risk management
Risk management approach
Economic and normative perspective
Risk-bearing capacity from an economic
perspective
Organisational structure and reporting
lines for risk management
Centrally coordinated risk management
process
Overall assessment of the risk situation
by the Executive Board
Report on opportunities
Report on expected developments
Report on post-balance sheet date events
Corporate governance statement
Deutsche Börse AG
(disclosures based on HGB)
Takeover-related disclosures
Consolidated financial statements/notes
Remuneration report
Further information
Credit risk and counterparty default risk describe the danger that one of our
counterparties might not settle its liabilities, or not settle them in full. The
Group’s credit risks result from the specific business models of our subsidiaries
and DBAG’s treasury investments.
Various risk metrics are used to measure and manage the credit risk of our
subsidiaries. To derive the credit risk, the required economic risk capital is
measured using Monte Carlo simulations and regulatory capital requirements
as well as stress tests are used. Among other things the indicators include the
extent to which individual clients make use of their credit facility and the con-
centration of credit. The measurement criteria also include the credit rating of
the counterparties and the collateral provided. Reverse stress tests for banks
show how many clients would have to default for the losses to exceed the risk-
bearing capacity.
Both Clearstream Banking S.A. and Clearstream Banking AG extend credit to
their customers to make securities settlement more efficient. This lending busi-
ness may give rise to short-term receivables from counterparties of several bil-
lion euros, but differs fundamentally from the traditional bank lending business
and the associated risk profile. Credit risk can also arise from cash invest-
ments, which are the responsibility of the Treasury function. Treasury invests
both the company’s own funds and those that our customers deposit with
Clearstream Banking S.A. and Clearstream Banking AG; the funds are mostly
invested on a secured basis.
Finally, there may be short-term unsecured credit balances at correspondence
banks in the course of securities settlement. To manage and monitor the coun-
terparty risk in the Group, the credit score of potential customers and counter-
parties to an investment is assessed before our subsidiaries enter into business
relations.
Our subsidiaries define safety margins for the collateral depending on the risk
involved and review them continuously. We reduce our risk when investing
funds belonging to Group companies and client deposits by distributing invest-
ments across multiple counterparties, all with a high credit quality, and by in-
vesting funds primarily in the short term and in secured form if possible. In-
vestment limits are established for each counterparty on the basis of at least
annual credit checks and using ad hoc analyses, as necessary.
In accordance with their terms and conditions, Eurex Clearing AG and Euro-
pean Commodity Clearing AG only enter into transactions with their clearing
members. Clearing mainly relates to defined securities, rights and derivatives
that are traded on specific stock exchanges. Eurex Clearing AG also offers this
service for over-the-counter (OTC) products such as interest rate swaps and
forward rate agreements. It acts as a central counterparty between the busi-
ness parties. It reduces the resulting credit risk by offsetting receivables and by
requiring clearing members to post collateral. These processes are part of an
EMIR-compliant security system, which the central counterparties in the Group
have implemented.
This backup system consists of different levels that prevent one or even several
customer defaults from affecting the functioning of the central counterparties.
As a first step, each clearing member must demonstrate a minimum amount of
liable capital or, in the case of funds, assets under management. The second
stage requires the daily provision of collateral in the form of money or credit-
worthy and liquid securities (margins), which, at the request of the central
counterparties, must be supplemented or even replaced by customers during
the day if securities no longer meet the high quality requirements. It should be
noted that the underlying risk measurement already factors in changes in
prices and positions over the course of the day. In the third stage, all clearing
participants are obliged to pay additional collateral into a default fund on a pro
rata basis according to their individual risk profile.
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Deutsche Börse Group – Annual report 2023
Executive Board & Supervi-
Combined management report
Consolidated financial state-
Remuneration report
Further information
sory Board
Risk report
ments and notes
In addition to its own funds, Eurex Clearing AG has the option of drawing on a
letter of comfort issued by Deutsche Börse AG. A maximum of €600 million is
available, from which own equity payments can already be used on a pro rata
basis in the security scheme described above. Third parties have no rights un-
der this comfort letter. The contribution from Eurex Clearing AG to the overall
payment waterfall in the event of a liquidation is €200 million. Before the col-
lateral in the default fund is used, European Commodity Clearing AG provides
prefinanced allocated own funds of €35 million. If all these funds are not suffi-
cient, European Community Clearing AG can call up additional contributions to
the default fund from non-defaulting clearing participants up to three times
within 90 days. Before doing so, European Commodity Clearing AG must pro-
vide additional prefinanced allocated own funds of €15 million.
In addition, Eurex Clearing AG and European Commodity Clearing AG can use
the facilities of the Deutsche Bundesbank and so hold most of the customer
funds without any default risk. Investment losses on currencies for which Eu-
rex Clearing AG or European Commodity Clearing AG have no access to the re-
spective central banks, and therefore invest with commercial banks, will be
borne, on a pro rata basis, by Eurex Clearing AG and European Commodity
Clearing AG and by those clearing members active in the currency where
losses were incurred. The maximum amount payable by Eurex Clearing AG
and European Commodity Clearing AG is capped at €50 million for Eurex
Clearing AG and €15 million for European Commodity Clearing AG.
As with Clearstream Banking S.A. and Clearstream Banking AG, Treasury also
invests its own funds and client deposits for Eurex Clearing AG; here too, most
of the investments are secured. To date, no default by one of our customers
with a secured credit line has resulted in a financial loss for us.
Market risk
Market risk include risks of an adverse development of interest rates, exchange
rates or other market prices, which may occur when investing own or cus-
tomer funds, on open risk positions in foreign currencies or on pension liabili-
ties. We measure these risks using Monte Carlo simulations based on histori-
cal price data, as well as corresponding stress tests. Clearstream Fund Centre
S.A. measures market risks based on historical developments in interest rates,
exchange rates and other market prices, and with additional stress tests. To
minimise foreign currency risks, we avoid open currency positions whenever
possible. Market risk exposure only results from relatively small open foreign
currency positions.
Derivative financial instruments are used across the Group solely for hedging
purposes. This relates to interest rate or currency swaps, for instance, which
are used as part of a conservative investment policy for Clearstream Banking
S.A., Clearstream Banking AG and Eurex Clearing AG, or futures to reduce the
market risk of existing positions at Crypto Finance AG.
Executive and Supervisory Board
Combined management report
Deutsche Börse:
Fundamental information about the Group
Strategy and steering parameters
Economic situation
Non-financial declaration
Risk report
Risk profile Deutsche Börse Group
Regulatory classification
Goals and principles of risk management
Risk management approach
Economic and normative perspective
Risk-bearing capacity from an economic
perspective
Organisational structure and reporting
lines for risk management
Centrally coordinated risk management
process
Overall assessment of the risk situation
by the Executive Board
Report on opportunities
Report on expected developments
Report on post-balance sheet date events
Corporate governance statement
Deutsche Börse AG
(disclosures based on HGB)
Takeover-related disclosures
Consolidated financial statements/notes
Remuneration report
Further information
PDF (A4)
Deutsche Börse Group – Annual report 2023
75
Deutsche Börse Group – Annual report 2023
Executive Board & Supervi-
Combined management report
Consolidated financial state-
Remuneration report
Further information
sory Board
Risk report
ments and notes
Executive and Supervisory Board
Combined management report
Deutsche Börse:
Fundamental information about the Group
Strategy and steering parameters
Economic situation
Non-financial declaration
Risk report
Risk profile Deutsche Börse Group
Regulatory classification
Goals and principles of risk management
Risk management approach
Economic and normative perspective
Risk-bearing capacity from an economic
perspective
Organisational structure and reporting
lines for risk management
Centrally coordinated risk management
process
Overall assessment of the risk situation
by the Executive Board
Report on opportunities
Report on expected developments
Report on post-balance sheet date events
Corporate governance statement
Deutsche Börse AG
(disclosures based on HGB)
Takeover-related disclosures
Consolidated financial statements/notes
Remuneration report
Further information
Furthermore, market risk could result from ring-fenced pension plan assets for
our employees (Contractual Trust Arrangement (CTA), Clearstream's pension
fund in Luxembourg). They are actively managed in line with a defined invest-
ment policy and so have a limited exposure to market risk. We also reduced
the risk of extreme losses by deciding to invest the bulk of the CTA on the ba-
sis of a value preservation mechanism.
We did not sustain any significant losses from market price risks in 2023.
Liquidity risk
Liquidity risk arises if a Group company is unable to meet its upcoming pay-
ment obligations in time and in full or if it can only do so at a higher refinanc-
ing cost.
Liquidity risks arise primarily at our subsidiaries Eurex Clearing AG,
Clearstream Banking S.A., Clearstream Banking AG and Clearstream Fund
Centre S.A., since these are credit institutions. Furthermore, liquidity risks
arise at European Commodity Clearing AG as it is classified as a credit institu-
tion under the German Banking Act.
Short-term operating liquidity is mainly covered internally, by retaining earn-
ings. The aim is to hold sufficient liquidity to be able to meet all our obliga-
tions as they fall due. An intra-group cash pool is used to pool surplus cash
from our subsidiaries with Deutsche Börse AG, as far as regulatory and legal
provisions allow. Liquid funds are invested on a short-term basis to ensure
that they are available. Short-term investments are also largely secured by liq-
uid bonds from first-class issuers. In addition, we have access to short-term
external sources of financing, such as agreed credit lines with individual com-
mercial banks or consortia, and a commercial paper programme.
In recent years, we have used our access to the capital markets to issue corpo-
rate bonds in order to meet our structural financing needs.
Deutsche Börse Group’s liquidity risk management objective is two-fold: we
aim to cover short-term liquidity needs while safeguarding the long-term fi-
nancing of our Group and thereby reducing liquidity risks.
For the early identification of risk, Clearstream Banking S.A., Clearstream
Banking AG, Clearstream Fund Centre S.A., Eurex Clearing AG and European
Commodity Clearing AG calculate daily the liquidity requirement using various
stress tests that would occur in the event of client defaults. The companies
hold sufficient liquidity to cover the requirement as determined by these calcu-
lations. Furthermore, potential risks that are identified in the course of stress
tests are analysed, and corresponding risk-reduction measures initiated.
Aggregated across all currencies, the companies always had sufficient liquidity
to cover their actual liquidity needs in 2023.
Liquidity risks are not quantified in the REC (see note 24 to the consolidated
financial statements).
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Deutsche Börse Group – Annual report 2023
Executive Board & Supervi-
Combined management report
Consolidated financial state-
Remuneration report
Further information
sory Board
Risk report
ments and notes
Regulatory capital requirements and regulatory
capital ratios (normative perspective)
Operational risk, credit risk and market risk are used to determine the capital
requirements from a normative perspective. Regulatory capital requirements
are not determined for Deutsche Börse Group, but separately for each regu-
lated entity. However, the risk profile from a normative perspective is compara-
ble to the risk profile derived from economic capital. Clearstream Banking S.A.
and Clearstream Banking AG, Clearstream Fund Centre S.A., Eurex Clearing
AG and European Commodity Clearing AG used the standard approach for an-
alysing and evaluating credit and market risk. The institutions have adopted
different approaches regarding operational risk: Clearstream uses the consider-
ably more complex Advanced Measurement Approach (AMA) in all business
units, which has been approved and is regularly audited by BaFin. In contrast,
Eurex Clearing AG, European Commodity Clearing AG and Clearstream Fund
Centre S.A. employ the basic indicator approach in order to calculate regula-
tory capital requirements.
Executive and Supervisory Board
Pension risk
Combined management report
Deutsche Börse:
Fundamental information about the Group
Strategy and steering parameters
Economic situation
Non-financial declaration
Risk report
Risk profile Deutsche Börse Group
Regulatory classification
Goals and principles of risk management
Risk management approach
Economic and normative perspective
Risk-bearing capacity from an economic
perspective
Organisational structure and reporting
lines for risk management
Centrally coordinated risk management
process
Overall assessment of the risk situation
by the Executive Board
Report on opportunities
Report on expected developments
Report on post-balance sheet date events
Corporate governance statement
Deutsche Börse AG
(disclosures based on HGB)
Takeover-related disclosures
Consolidated financial statements/notes
Remuneration report
Further information
Pensions for past and present employees are managed in a variety of pension
funds. Pension risk is the risk of rising costs from the current measurement of
pension provisions due to higher life expectancies, salary increases and higher
inflation rates. It is calculated with the support of actuaries during the first
quarter of the financial year. The methods used to measure pension risk were
modified in 2023 which led to an increase of €57 million in the pension risk.
Business risk
Business risk is the unexpected residual loss which arises when the Earnings
at Risk exceed the anticipated net income after tax, which can be due to the
competitive environment (e.g. customer behaviour, investment failure, industry
trend), macro-economic and geopolitical developments or erroneous strategic
management decisions. Factors influencing this residual loss could be lower
revenues or higher costs than planned. Business risk is reported when the cal-
culated value at risk is higher than the budgeted net income for the next four
quarters. This approach is based on the use of historic actuals as well as an-
ticipated data and the expenses and income actually reported. Since historic
actuals are not yet available for Clearstream Fund Centre S.A., an approach
based on business risk scenarios is used there. Business risks are continu-
ously monitored by the business units. There was no disclosable business risk
for the Group on the basis of the simulation model as at 31 December 2023.
The Federal Financial Supervisory Authority (BaFin) regularly considers
whether to classify Deutsche Börse AG as a financial holding company. It has
currently come to the conclusion that Deutsche Börse AG is not a financial
holding company. Classification as a financial holding company could have an
impact on our capital requirements.
PDF (A4)
Deutsche Börse Group – Annual report 2023
77
Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Combined management report
Deutsche Börse:
Fundamental information about the Group
Strategy and steering parameters
Economic situation
Non-financial declaration
Risk report
Risk profile Deutsche Börse Group
Regulatory classification
Goals and principles of risk management
Risk management approach
Economic and normative perspective
Risk-bearing capacity from an economic
perspective
Organisational structure and reporting
lines for risk management
Centrally coordinated risk management
process
Overall assessment of the risk situation
by the Executive Board
Report on opportunities
Report on expected developments
Report on post-balance sheet date events
Corporate governance statement
Deutsche Börse AG
(disclosures based on HGB)
Takeover-related disclosures
Consolidated financial statements/notes
Remuneration report
Further information
Executive Board & Supervi-
Combined management report
Consolidated financial state-
Remuneration report
Further information
sory Board
Risk report
ments and notes
Overview of regulatory capital ratios
Regulatory capital ratios according to CRR
Own funds requirements
Own funds
Total capital ratio %
in €m
31 Dec 2023 31 Dec 2022 31 Dec 2023 31 Dec 2022 31 Dec 2023 31 Dec 2022
Clearstream Holding
Group1
Clearstream Banking
S.A.
Clearstream Banking
AG1
Clearstream Fund
Centre S.A.
340.9
444.2
1,477.4
1,777.3
34.7
32.0
199.6
279.9
1,011.7
1,008.3
40.6
28.8
119.1
138.5
528.3
421.6
35.5
24.4
Eurex Clearing AG2
122.7
143.4
44.7
46.2
178.8
799.6
189.8
724.8
32.0
52.1
32.9
40.5
1) Because the separate and consolidated financial statements of Deutsche Börse AG were prepared earlier in
2023, there were slight changes in the figures compared with those in the annual report for 2022.
2) As at 31 December 2022, the profit and loss transfer agreement between Eurex Clearing AG and Eurex
Frankfurt AG did not comply with the discretion under Art. 28 (3) (d) CRR. For this reason, the regulatory
capital equivalent to the subscribed capital of €25.0 million was not taken into account for regulatory pur-
poses as at 31 December 2022. Eurex Frankfurt AG also contributed capital of €50 million to Eurex Clear-
ing AG as at 25 September 2023.
In February and March 2023, Clearstream Banking AG carried out two capital
increases for a total of €110.0 million. The reason for strengthening its capital
base was primarily a change in the interpretation of the CRR and CSDR capital
requirements by the supervisory authority, resulting in both requirements being
applied cumulatively. The reduction in equity at Clearstream Holding AG is
due to the new legal entity Clearstream Fund Centre S.A. Own funds
decreased mainly due to the carve-out of Clear-stream Fund Centre Holding
and its subgroup.
Clearstream Holding AG, Clearstream Banking S.A., Clearstream Banking AG
and Clearstream Fund Centre S.A. have Minimum Requirements for Own
Funds and Eligible Liabilities, MREL, which were met at all times. The Mini-
mum Requirements for Own Funds and Eligible Liabilities (MREL) result from
the recovery and resolution planning for the Clearstream entities as well as
Clearstream Fund Centre S.A. on compliance with the Banking Recovery and
Resolution Directive (BRRD). Clearstream Banking S.A. and Clearstream Bank-
ing AG as central depositories are subject to the capital requirements of CSDR,
whereas Eurex Clearing AG and European Commodity Clearing AG as central
counterparties are subject to the specific capital requirements of EMIR, which
were met at all times in the reporting year. As of April 2023, Clearstream
Banking AG and Clearstream Banking S.A. must meet the combined capital re-
quirements (complementary approach ratio) defined in CRR and CSDR. They
have satisfied the complementary approach ratio since it came into effect.
Organisational structure and reporting lines
for risk management
Organisational structure and reporting lines
Our risk management approach applies to the entire Deutsche Börse Group.
Risk management functions, processes and responsibilities are binding for all
our employees and organisational units. To ensure that all employees are risk-
aware, risk management is firmly anchored in the Group’s organisational struc-
ture and workflows, see chart, “Risk management - organisational structure
and reporting lines”. In addition, regular training sessions are held that were
developed to strengthen the risk culture of all employees. The Executive Board
is responsible for overall risk management, whereas within the subsidiaries it
is the responsibility of the management. The boards and committees listed be-
low receive regular information on the risk situation.
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Deutsche Börse Group – Annual report 2023
Executive Board & Supervi-
Combined management report
Consolidated financial state-
Remuneration report
Further information
sory Board
Risk report
ments and notes
The Supervisory Board of Deutsche Börse AG assesses and monitors the effec-
tiveness of the risk management system and its continuous development. The
Supervisory Board has delegated the evaluation to its Audit Committee. Addi-
tionally, the Risk Committee is notified annually of the risk appetite frame-
work.
Deutsche Börse AG’s Executive Board determines the Group-wide risk manage-
ment approach as well as the risk appetite and allocates the latter to the com-
pany’s individual business segments and business units, respectively. It en-
sures that the Group’s risk appetite is and remains compatible with its short
and long-term strategy, business and capital planning, risk-bearing capacity
and remuneration systems.
Executive and Supervisory Board
Combined management report
Deutsche Börse:
Fundamental information about the Group
Strategy and steering parameters
Economic situation
Non-financial declaration
Risk report
Risk profile Deutsche Börse Group
Regulatory classification
Goals and principles of risk management
Risk management approach
Economic and normative perspective
Risk-bearing capacity from an economic
perspective
Organisational structure and reporting
lines for risk management
Centrally coordinated risk management
process
Overall assessment of the risk situation
by the Executive Board
Report on opportunities
Report on expected developments
Report on post-balance sheet date events
Corporate governance statement
Deutsche Börse AG
(disclosures based on HGB)
Takeover-related disclosures
Consolidated financial statements/notes
Remuneration report
Further information
PDF (A4)
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Deutsche Börse Group – Annual report 2023
Executive Board & Supervi-
Combined management report
Consolidated financial state-
Remuneration report
Further information
sory Board
Risk report
ments and notes
The Executive Board of Deutsche Börse AG also determines which parameters
are used to assess risks and how risk capital is allocated. It ensures that the
requirements for the risk management approach and risk appetite are met.
The Chief Risk Officer leads the development of proposals for the risk manage-
ment framework, risk appetite, approaches and methods for risk monitoring
and control, capital allocation and the necessary processes. Risks are continu-
ously analysed, evaluated and reported: once a month or as needed to the Ex-
ecutive Board, four times a year to the Risk Committee of the Supervisory
Board and once a year to the Supervisory Board. Likewise, the CRO reports to
the Audit Committee on the effectiveness of the risk management system on
an annual basis. This system ensures that the responsible bodies can check
whether the defined risk limits are complied with.
Centrally coordinated risk management process
Our risk management is implemented in a five-stage, centrally coordinated
process. All potential losses should be identified in a timely manner, centrally
recorded and, whenever possible quantitatively measured. Measures for man-
aging them are to be recommended as necessary and their implementation en-
sured (see chart “Five-stage risk management process”). A further component
of our risk management approach is the three lines of defence (3LoD) model,
which is established at Deutsche Börse AG and at the banks and securities
companies in our Group. This model defines a clear segregation of functions
and responsibilities between the operating business units (first line of de-
fence), risk management (second line of defence) and internal audit (third line
of defence).
Our subsidiaries act in the same way, always ensuring that they meet the re-
quirements of the Group. In particular, they adhere to the risk appetite frame-
work allocated to them by Deutsche Börse Group. The banks and European
Commodity Clearing AG have independent executive boards and supervisory
boards. The relevant supervisory boards and their committees are involved in
the process. The same applies to the executive boards and the corresponding
risk management functions. Clearstream Holding AG, Clearstream Banking
S.A., Clearstream Banking AG, Clearstream Fund Centre S.A., European Com-
modity Clearing AG and Eurex Clearing AG implement the risk management
approach with specific features derived for their own businesses. They equally
use metrics and reporting formats adjusted to the overarching Group structure.
As a rule, the management of the respective subsidiary is responsible for struc-
turing the risk management approach and for compliance with the relevant le-
gal requirements.
Executive and Supervisory Board
Combined management report
Deutsche Börse:
Fundamental information about the Group
Strategy and steering parameters
Economic situation
Non-financial declaration
Risk report
Risk profile Deutsche Börse Group
Regulatory classification
Goals and principles of risk management
Risk management approach
Economic and normative perspective
Risk-bearing capacity from an economic
perspective
Organisational structure and reporting
lines for risk management
Centrally coordinated risk management
process
Overall assessment of the risk situation
by the Executive Board
Report on opportunities
Report on expected developments
Report on post-balance sheet date events
Corporate governance statement
Deutsche Börse AG
(disclosures based on HGB)
Takeover-related disclosures
Consolidated financial statements/notes
Remuneration report
Further information
PDF (A4)
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Deutsche Börse Group – Annual report 2023
Executive Board & Supervi-
Combined management report
Consolidated financial state-
Remuneration report
Further information
sory Board
Risk report
ments and notes
The first stage identifies the risks and the possible causes of losses or opera-
tional malfunctions. In the second stage, the business areas (first line of de-
fence) regularly – or immediately, in urgent cases – report the risks that they
have identified and quantified. The report goes to the risk management func-
tion (part of the second line of defence), which evaluates the potential threat
in a third stage. In the fourth stage the business units manage the risks by
avoiding, mitigating or transferring them, or by actively accepting them. The
fifth and final stage involves monitoring different risk metrics and, where nec-
essary, informing the responsible Executive Board members and committees of
significant risks, their assessment and possible emergency measures. In addi-
tion to its regular reports, the CRO division compiles ad hoc reports for the Ex-
ecutive and Supervisory Boards. The risk management functions at Clear-
stream Holding AG, Clearstream Banking S.A., Clearstream Banking AG, Clear-
stream Funds Centre S.A., Eurex Clearing AG and European Commodity Clear-
ing AG submit reports to the respective executive boards and supervisory
boards. The internal audit function (third line of defence) is an independent
function and monitors both the business units and the risk management func-
tions.
Structure of the internal control system
Deutsche Börse has a Group-wide internal control system (ICS) that defines a
framework with minimum requirements for all entities in the Group. The
framework provides the basis for the risk-based implementation of the ICS. It
supports the effective and efficient implementation and operation of the ICS re-
gardless of the degree of regulation, or the size of the entity, for example.
The ICS helps to manage risks and particularly covers risks at the process
level. This entails defining rules for the uniform recording and assessment of
process risks, in aggregate and at the individual risk level. It should be empha-
sised that both financial and non-financial effects are taken into account when
assessing the materiality of risks. A control cycle carried out at least once a
year defines minimum requirements for continuous improvements and ICS re-
porting. This also includes an assessment of the appropriateness and effective-
ness of the measures taken by the business units as the first line of defence.
A particular emphasis in the ICS implementation is on steps to manage mate-
rial risks in connection with financial and non-financial reporting.
The central unit Financial Accounting and Controlling (FA&C), which reports
directly to the CFO, and decentralised units working to standards defined by
FA&C are responsible for preparing the financial statements in accordance with
the statutory requirements. Group Tax is responsible for determining tax items.
The relevant department heads are responsible for the related processes, in-
cluding effective security and control measures. The aim is to ensure that risks
relating to the accounting process are identified early on, so that remedial ac-
tion can be taken in good time.
FA&C provides the subsidiaries included in the consolidated financial state-
ments with accounting guidelines that are intended to support consistent and
correct accounting across the Group. Moreover, we continuously monitor and
analyse changes in the accounting environment and adjust our processes ac-
cordingly.
Executive and Supervisory Board
Combined management report
Deutsche Börse:
Fundamental information about the Group
Strategy and steering parameters
Economic situation
Non-financial declaration
Risk report
Risk profile Deutsche Börse Group
Regulatory classification
Goals and principles of risk management
Risk management approach
Economic and normative perspective
Risk-bearing capacity from an economic
perspective
Organisational structure and reporting
lines for risk management
Centrally coordinated risk management
process
Overall assessment of the risk situation
by the Executive Board
Report on opportunities
Report on expected developments
Report on post-balance sheet date events
Corporate governance statement
Deutsche Börse AG
(disclosures based on HGB)
Takeover-related disclosures
Consolidated financial statements/notes
Remuneration report
Further information
PDF (A4)
Deutsche Börse Group – Annual report 2023
81
Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Combined management report
Deutsche Börse:
Fundamental information about the Group
Strategy and steering parameters
Economic situation
Non-financial declaration
Risk report
Risk profile Deutsche Börse Group
Regulatory classification
Goals and principles of risk management
Risk management approach
Economic and normative perspective
Risk-bearing capacity from an economic
perspective
Organisational structure and reporting
lines for risk management
Centrally coordinated risk management
process
Overall assessment of the risk situation
by the Executive Board
Report on opportunities
Report on expected developments
Report on post-balance sheet date events
Corporate governance statement
Deutsche Börse AG
(disclosures based on HGB)
Takeover-related disclosures
Consolidated financial statements/notes
Remuneration report
Further information
Executive Board & Supervi-
Combined management report
Consolidated financial state-
Remuneration report
Further information
sory Board
Risk report
ments and notes
Another essential component of our ICS is the principle of functional segrega-
tion: tasks and competences are clearly assigned and separated from each
other in organisational terms. Incompatible tasks – such as modifying master
data on the one hand and issuing payment instructions on the other – are
strictly segregated at a functional level. An independent control unit grants in-
dividual employees access rights to the accounting system and continuously
monitors these permissions using a so-called incompatibility matrix.
Subsidiaries of Deutsche Börse Group maintain and consolidate their general
ledgers in the same system. Accounting data from other companies is up-
loaded for inclusion in the consolidated financial statements.
The processes, systems and controls described above aim to provide reasona-
ble assurance that our accounting system complies with the applicable princi-
ples and laws. In addition, Compliance and Internal Audit act as a further line
of defence, performing risk-based, process-independent controls on whether
the ICS is appropriate and effective.
The accounting-based internal control system (ICS) was strengthened and ex-
panded in 2023. A Control Over Financial Reporting (COFR) policy was intro-
duced and adopted by all the subsidiaries included in the consolidated finan-
cial statements. The COFR policy is intended to manage the risks associated
with financial reporting across the Group, deliver end-to-end transparency in
the financial processes and ensure the reliability of financial reporting. FA&C
has provided a standardised process catalogue for accounting processes, in-
cluding standardised risk-control matrices and documentation requirements.
Compliance is regularly monitored by FA&C. These measures are to be
strengthened and expanded again in 2024.
The Executive Board and the Audit Committee established by the Supervisory
Board receive regular reports on the effectiveness of the ICS with respect to the
financial reporting process.
Overall assessment of the risk situation by the
Executive Board
Summary
The risk profile of Deutsche Börse Group did not change significantly in the
2023 financial year. All known impacts of the geopolitical and macroeconomic
developments were actively managed within the Group and potential new risks
were analysed on an ongoing basis. The aggregate total risk of Deutsche Börse
Group comprising all risk types (operational, financial, pension and business
risk) was always matched by sufficient covered funds. Group risk management
and the internal control system (ICS) were further strengthened and expanded
in 2023, as described above. No significant change in the risk situation of the
Group has been identified by the Executive Board at the present time.
Outlook
Deutsche Börse Group continually assesses its risk situation. From stress tests,
the economic capital requirements as calculated and based on the risk man-
agement system, Deutsche Börse AG’s Executive Board concludes that the
available risk coverage amount and liquidity are sufficient. There is currently
no indication that the risk coverage amount has to be adjusted for 2024. Fur-
thermore, it cannot identify any risk that would endanger the Group’s existence
as a going concern. Group risk management and the internal control system
(ICS) are to be strengthened and expanded further in 2024. SimCorp will also
be fully included in the measurement of economic capital. In addition, the im-
plementation of the Corporate Sustainability Reporting Directive (CSRD) across
the Group for aspects relevant to risk management will be driven forward.
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82
Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Combined management report
Deutsche Börse:
Fundamental information about the Group
Strategy and steering parameters
Economic situation
Non-financial declaration
Risk report
Report on opportunities
Organisation of opportunities management
Organic growth opportunities
Cyclical opportunities
Technological opportunities
Report on expected developments
Report on post-balance sheet date events
Corporate governance statement
Deutsche Börse AG
(disclosures based on HGB)
Takeover-related disclosures
Consolidated financial statements/notes
Remuneration report
Further information
Executive Board & Supervi-
Combined management report
Consolidated financial state-
Remuneration report
Further information
sory Board
Report on opportuniti es
ments and notes
Report on opportunities
With its broad product and services portfolio, Deutsche Börse Group has an excellent market position from
which to profit from a wide range of opportunities. We pursue both organic growth and focused M&A
activities.
Organisation of opportunities management
Organic growth opportunities
We evaluate the organic and inorganic growth opportunities in the individual
business areas continuously, i.e. over the course of the year. With our oppor-
tunity management, we can identify, evaluate and seize opportunities for the
Group as early as possible – and turn them into business successes. At Group
level these opportunities are systematically assessed as part of the annual
budgeting process and strategic reviews. The process begins with a careful
analysis of the market environment, which considers both what the customer
wants, as well as market developments, competitors and regulatory changes.
Ideas for growth initiatives are developed further using uniform, Group-wide
templates and subjected to a profitability analysis. On this basis, our Executive
Board decides which initiatives are to be implemented.
In the course of preparing our Horizon 2026 strategy we validated our oppor-
tunities again and adjusted them accordingly.
We have a very broad portfolio of products and services with which we cover
all areas of a market infrastructure provider’s value chain. In order to maintain
and expand this position we are pursuing a growth strategy called Horizon
2026 (see section “Strategy and steering parameters”). We are focusing pri-
marily on organic growth opportunities. These consist largely of secular oppor-
tunities that we can influence ourselves. Secular opportunities arise for exam-
ple as a result of regulatory changes, new client requirements such as the
growing demand for exchange-traded solutions to previously over-the-counter
(OTC) transactions or from the trend to allocate an increasing portion of assets
to passive investment strategies (e.g. ETFs). There are also cyclical opportuni-
ties that are beyond our direct control and result from changes in the macroe-
conomic environment. Apart from that, we see long-term growth opportunities
resulting from the technological transformation. With the help of distributed
ledger technology, public cloud solutions for operating IT infrastructure and ar-
tificial intelligence, we not only want to become efficient in our existing busi-
ness, but also see opportunities for new products and services related to digital
assets, for example.
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83
Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Combined management report
Deutsche Börse:
Fundamental information about the Group
Strategy and steering parameters
Economic situation
Non-financial declaration
Risk report
Report on opportunities
Organisation of opportunities management
Organic growth opportunities
Cyclical opportunities
Technological opportunities
Report on expected developments
Report on post-balance sheet date events
Corporate governance statement
Deutsche Börse AG
(disclosures based on HGB)
Takeover-related disclosures
Consolidated financial statements/notes
Remuneration report
Further information
Executive Board & Supervi-
Combined management report
Consolidated financial state-
Remuneration report
Further information
sory Board
Report on opportuniti es
ments and notes
These are the main growth opportunities in our four segments:
Investment Management Solutions
Software as a Service for institutional investors (combination of SimCorp and
Axioma): We expect increasing demand from institutional investors for invest-
ment management software solutions in the years ahead. With the merger of
SimCorp and Axioma we have created an end-to-end offering along the entire
process chain for institutional investors. This also enables us to realise revenue
and cost synergies. It opens up significant, sustainable and long-term growth
opportunities and enables us to diversify our business and further increase the
proportion of our recurring revenue.
One-stop shop for global indices and data (combination of ISS and STOXX):
Our objective in the index business is to give the already established European
index provider STOXX an even more global profile, in order to develop and
market other indices worldwide. By combining our index provider STOXX with
the ESG and data business of ISS we have created the foundation for offering
our customers an integrated range of indices and ESG data. This gives us an
advantage over our global competitors and helps us to give new and existing
customers the best possible service. In addition, Deutsche Börse’s index busi-
ness will continue to take advantage of the structural trend towards passive in-
vestment products (ETFs). An increasing number of private clients and asset
managers now follow this trend; not only are the costs lower, but many active
investment strategies have been returning under-average performance. We are
also realising revenue and cost synergies by merging ISS and STOXX under
joint management.
Trading & Clearing
New interest rate derivatives: Higher interest rates and wider fluctuations in
expectations on future rates increase demand for interest rate products as in-
vestments and speculative opportunities, and to hedge interest rate risks. To
support this, we use our leading position in long-term interest rate derivatives
in order to win short-term business in interest rate derivatives for our platforms
too. Customers profit from efficiencies in margin requirements if they pool their
short-term interest rate business as well as their long-term interest rate busi-
ness on our platforms. We offer an additional incentive by expanding our part-
nership programme, which enables market participants to share in our eco-
nomic success.
Clearing of OTC derivatives: We have used political and regulatory develop-
ments, along with our expertise in building liquid markets, and expanded our
market share in the clearing of OTC derivatives to around 20 per cent in recent
years. In the years ahead we want to profit from overall market growth and in-
crease our market share at the same time. To achieve these goals we use our
improved risk model and efficiencies in cross-margining, i.e. offsetting margins
for OTC trades with those for exchange-traded business. The current obligation
being discussed by the EU supervisory authorities to use an active cross-mar-
gining account within the EU could also contribute to gaining additional mar-
ket share.
Rising demand for repo products: The retreat by central banks from the
money market and higher interest rates have caused demand for secured
money market products to rise. We anticipate that we will profit from overall
market growth and win new customers for our products at the same time.
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84
Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Combined management report
Deutsche Börse:
Fundamental information about the Group
Strategy and steering parameters
Economic situation
Non-financial declaration
Risk report
Report on opportunities
Organisation of opportunities management
Organic growth opportunities
Cyclical opportunities
Technological opportunities
Report on expected developments
Report on post-balance sheet date events
Corporate governance statement
Deutsche Börse AG
(disclosures based on HGB)
Takeover-related disclosures
Consolidated financial statements/notes
Remuneration report
Further information
Executive Board & Supervi-
Combined management report
Consolidated financial state-
Remuneration report
Further information
sory Board
Report on opportuniti es
ments and notes
New equities and equity index derivatives: In addition to a broad range of es-
tablished international benchmark products, we have introduced a large num-
ber of new products in recent years, such as MSCI, total return, dividend and
ESG derivatives. These new products reflect changes in customer preferences
and regulatory requirements, and we therefore expect to see further significant
growth here in the years ahead.
Rising demand for power derivatives: The increasing share of renewable ener-
gies in the energy mix causes wider price fluctuations on European power mar-
kets. At the same time, industries with high energy requirements are obliged to
include future energy costs in their calculations well in advance when pricing
their final products. Their hedging requirement and demand for power deriva-
tives is correspondingly high. Liquidity in the European power markets oper-
ated by us is now high, which has attracted new market participants, such as
algorithmic and quant traders. They have no physical need, but use power as
an asset class for trading. We want to use this momentum to increase liquidity
on our platforms even further and open up new customer groups.
Tokenisation: We are at the beginning of a new technology and digital assets
will increase the range of investable and tradable instruments significantly.
With the Digital Asset Business Platform we want to make tokenised assets
fungible for institutional customers and profit from this trend over the long
term.
Fund Services
Cross-border settlement and distribution of investment funds:
Our clients can use Clearstream’s settlement, custody and distribution services
for their entire fund portfolio – covering traditional investment funds, ex-
change-traded funds (ETFs) as well as hedge funds. Given that supervisory au-
thorities are also calling for more efficient settlement and custody solutions in
order to guarantee maximum security for client assets under custody, we ex-
pect to acquire additional client portfolios in the future by means of outsourc-
ing agreements. We are also continuously expanding our range of products
and services. So, for example, we have significantly expanded our range of
fund services to include the management of distribution agreements, as well
as data compilation through acquisitions.
Securities Services
Expand fixed-income securities services: With new offerings for our customers
in the Securities Services segment we intend to use our presence and range in
fixed-income securities services in a more normal interest rate environment.
This includes expanding the repo and securities lending business. Both prod-
ucts are currently seeing stronger demand due to central banks’ withdrawal
from the money market and increased demand for high-quality collateral.
Digital value chain in custody: Clearstream customers can already issue as-
sets the same-day in a digital value chain via our D7 platform. We want to
build on this success and enable our customers to manage and settle positions
and accounts digitally in future – and to do so for all their asset classes. In ad-
dition to economies of scale and cost savings, we anticipate further long-term
growth from a larger number of transactions.
Cyclical opportunities
In addition to secular growth opportunities, we have cyclical opportunities, for
instance as a result of macroeconomic developments or unexpected market
events. We do not have any direct control over these cyclical opportunities, but
they do have the potential to increase our net revenue significantly. They in-
clude high trading volumes on our markets, on the one hand, which could be
caused by a change in interest rate expectations or global events. On the other
we benefit from rising interest rates, because they increase the net interest in-
come we receive on cash balances.
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85
Deutsche Börse Group – Annual report 2023
Executive Board & Supervi-
Combined management report
Consolidated financial state-
Remuneration report
Further information
sory Board
Report on opportuniti es
ments and notes
Executive and Supervisory Board
Technological opportunities
Combined management report
Deutsche Börse:
Fundamental information about the Group
Strategy and steering parameters
Economic situation
Non-financial declaration
Risk report
Report on opportunities
Organisation of opportunities management
Organic growth opportunities
Cyclical opportunities
Technological opportunities
Report on expected developments
Report on post-balance sheet date events
Corporate governance statement
Deutsche Börse AG
(disclosures based on HGB)
Takeover-related disclosures
Consolidated financial statements/notes
Remuneration report
Further information
In addition to secular and cyclical growth opportunities, there are new technol-
ogies fundamentally driving change in the financial industry. They include
cloud services, artificial intelligence (AI) and distributed ledger technology
(DLT). These technologies can help to harmonise markets, open up new busi-
ness potential, boost efficiency and reduce risks. We continuously and system-
atically observe and evaluate new technological developments and trends in
terms of their impact and importance for our business model and our pro-
cesses. Together with external partners we deliberately build and extend our
expertise in selected technological areas.
Cloud
We work continuously to migrate our services and processes to the cloud and
to optimise them. In addition to the flexible use of computing capacities, this
has other advantages for us. For instance, the introduction of new functionali-
ties and updating of existing software might be tested faster and better by cli-
ents in the cloud. This makes our processes significantly more agile, as new
releases can be introduced at more frequent intervals, allowing us to respond
better to clients’ requirements.
We have been following a hybrid multi-cloud strategy with great success for
years. Via agreements with leading international cloud providers we have al-
ready positioned ourselves at the summit of cloud use in the European finan-
cial services sector. In addition, on 9 February 2023, we announced a new
strategic partnership with Google Cloud. It is intended to cover 10 years and
allows us to profit from the technical performance and robust security mecha-
nisms of a respected cloud provider.
As part of our partnership with Google Cloud we are concentrating on four ar-
eas:
1. Increase cloud use: we are planning to move up to 70 per cent of the pro-
cesses within our Group to the cloud. The migration is planned for completion
by late 2026 and will comprise both cloud-to-cloud migrations and on-prem-
ise-to-cloud migrations. We are also working with other cloud providers in ad-
dition to Google.
2. Data mesh: We are developing a data mesh that enables the shared use of
data across different data storage devices and companies within the Group.
Building on this, the aim is to create a market place where we can make data
and analytics products and services available to external customers.
3. Digital Assets Business Platform: We are planning to build an ecosystem
for digital assets that is operated on the basis of an institutional value chain,
using native digital infrastructure components in the cloud. The platform would
conform to recognised standards in the finance industry and service a variety
of asset classes and use cases on and off the blockchain.
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Deutsche Börse Group – Annual report 2023
Executive Board & Supervi-
Combined management report
Consolidated financial state-
Remuneration report
Further information
sory Board
Report on opportuniti es
ments and notes
Executive and Supervisory Board
Combined management report
Deutsche Börse:
Fundamental information about the Group
Strategy and steering parameters
Economic situation
Non-financial declaration
Risk report
Report on opportunities
4. Digital Securities Platform D7: D7 is our contribution to a European eco-
system for digital assets. With D7 we want to enable market participants the
settlement of their digital assets on an institutionalised platform. This will drive
digitisation and efficiency in post-trading and create a next-generation digital
securities platform. The aim is to digitise the entire value chain from issuance
to administration, repayment and archival. It will make it possible to create,
record, settle and manage digital securities and digital assets in centralised
and decentralised ledgers.
Organisation of opportunities management
Distributed ledger technology (DLT)
Organic growth opportunities
Cyclical opportunities
Technological opportunities
Report on expected developments
Report on post-balance sheet date events
Corporate governance statement
Deutsche Börse AG
(disclosures based on HGB)
Takeover-related disclosures
Consolidated financial statements/notes
Remuneration report
Further information
The use of distributed ledger technology (DLT) represents another technologi-
cal opportunity. It is sometimes considered a disruptive technology, and at
present, the financial services sector is increasingly exploring its opportunities.
Thanks to its decentralised nature, it facilitates direct interaction between par-
ticipants, thus offering the potential for simplifying complex processes. The
challenge in the financial industry is to make use of distributed ledger technol-
ogy while meeting high security standards and taking risk limitation and cost
efficiency aspects into account.
As an established provider of market infrastructure with an integrated value
chain, we are in a good position to exploit the potential of distributed ledger
technology. Our experience of applicable industry standards and legal and reg-
ulatory requirements is a decisive advantage here.
Artificial intelligence (AI)
Well-known use cases have increasingly brought artificial intelligence into the
public eye. As a provider of market infrastructure in the financial industry we
are particularly evaluating artificial intelligence from the perspective of effi-
ciency gains and scalability across the Group. Artificial intelligence is already
being used in initial applications – for our customers (OSCAR collateral man-
agement, settlement prediction tool) and for our employees (chatbots). We al-
ways keep an eye on technological and regulatory developments, in order to
evaluate and implement the best new use cases for artificial intelligence. To do
so we make use of both internal and external know-how, in the context of stra-
tegic partnerships for instance.
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87
Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Combined management report
Deutsche Börse:
Fundamental information about the Group
Strategy and steering parameters
Economic situation
Non-financial declaration
Risk report
Report on opportunities
Report on expected developments
Developments in the operating
environment
Future development of results of
operations
Development of non-financial performance
indicators
Future development of the Group’s financial
position
Overall assessment by the Executive Board
Report on post-balance sheet date events
Corporate governance statement
Deutsche Börse AG
(disclosures based on HGB)
Takeover-related disclosures
Consolidated financial statements/notes
Remuneration report
Further information
Executive Board & Supervi-
Combined management report
Consolidated financial state-
Remuneration report
Further information
sory Board
Report on expected
developments
ments and notes
Report on expected developments
With our diversified business model and our new Horizon 2026 strategy we are in an excellent starting position
to achieve further sustainable and profitable growth. In the long term we intend to continue consistently on our
growth path, in order to make Deutsche Börse Group the preferred global market infrastructure provider.
The forecast describes Deutsche Börse Group’s expected performance for the
2024 financial year. 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 corporate report. In turn, these are subject to known
and unknown opportunities, risks and uncertainties. Numerous factors, many
of which are outside the company’s control, influence the Group’s success, its
business strategy and its financial results. Should opportunities, risks or uncer-
tainties materialise, or should one of the assumptions made turn out to be in-
correct, the Group’s actual performance could deviate either positively or nega-
tively from the expectations and assumptions contained in the forward-looking
statements and information contained in this forecast.
Developments in the operating environment
Macroeconomic environment
Global economic growth slowed again over the course of 2023, as a result of
much more restrictive monetary policies by central banks. The escalation of
the conflict between Israel and Palestine in the Middle East in the second half-
year also caused uncertainty among market participants. We expect the eco-
nomic situation to remain tense in 2024 due to high interest rates. Interest
rate cuts by central banks following further falls in inflation could have a posi-
tive impact on the economic environment, on the one hand. On the other, a
sharper decline in economic growth than expected or a recession could lead to
uncertainty among market participants.
Future development of results of operations
For the year 2024 we are expect revenue to increase again to more than
€5.6 billion. In addition to organic growth on the basis of our secular growth
opportunities, the consolidation of SimCorp will make a significant contribu-
tion. We are also currently anticipating slight secular headwinds if central
banks should reduce their base rates. If market volatility goes up or interest
rates stay at least at their current level, this would have a positive effect. In
terms of operating costs we are planning an increase for investment in our or-
ganic growth opportunities, and the additional contribution from SimCorp. On
this basis we anticipate earnings before interest, taxes, depreciation and amor-
tisation (EBITDA) of more than €3.2 billion in 2024.
Forecast for results of operations 2024
Net revenue
Earnings before interest, tax, depreciation and amortisation
(EBITDA)
Basis 2023
€m
Forecast 2024
€bn
5,076.6
>5.6
2,944.3
>3.2
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Deutsche Börse Group – Annual report 2023
88
Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Combined management report
Deutsche Börse:
Fundamental information about the Group
Strategy and steering parameters
Economic situation
Non-financial declaration
Risk report
Report on opportunities
Report on expected developments
Developments in the operating
environment
Future development of results of
operations
Development of non-financial performance
indicators
Future development of the Group’s
financial position
Overall assessment by the Executive Board
Report on post-balance sheet date events
Corporate governance statement
Deutsche Börse AG
(disclosures based on HGB)
Takeover-related disclosures
Consolidated financial statements/notes
Remuneration report
Further information
Executive Board & Supervi-
Combined management report
Consolidated financial state-
Remuneration report
Further information
sory Board
Report on expected
developments
ments and notes
Development of non-financial performance indicators
Targets of non-financial KPI for 2024
Initiatives to promote the transparency and security of the markets will con-
tinue to be a key focus during the forecast period, ensuring that we add value
for society. As far as the forecast development of non-financial performance in-
dicators for 2024 is concerned, system availability was brought back into line
with the high targets by means of additional back-up measures, which became
part of everyday operations. We therefore expect that the system availability of
customer facing IT will remain high in the forecast period.
Being an attractive employer is important for our sustained success. We want
to attract top talents and retain them for the long term. The measures de-
scribed in the chapter “Employees” have put us in a good position and we are
confident that we can maintain or improve on our employee satisfaction of
more than 71.5 per cent.
Deutsche Börse AG’s Executive Board has defined target quotas for women on
the two management levels beneath the Executive Board, in accordance with
section 76 (4) of the AktG, in each case referring to Deutsche Börse AG. By
31 December 2024, the proportion of women holding positions in the first and
second management levels beneath the Executive Board is planned to reach
15 per cent and 27 per cent, respectively. Moreover, on a global Group level
the Executive Board has adopted a voluntary commitment to increase the
share of women holding upper management positions to 24 per cent by the
end of 2024, and of women holding lower management positions to 33 per
cent during the same period. We have extended the scope of our voluntary
commitment over and above the legal requirements.
The assessment of independent ESG rating agencies is an important bench-
mark for our ESG efforts. We continuously analyse our performance and take
action accordingly. Over the forecast period we expect that we will be able to
maintain our good position above the 90th percentile of the ESG ratings.
System availability of customer-facing IT
Employee satisfaction
Share of women in leadership positions1
Based on 2023 Target for 2024
>99.9 %
73 %
23 %
>99.5 %
>71.5 %
>24 %
ESG ratings
98th percentile >90th percentile
1) Group target for senior management.
Future development of the Group’s financial position
We expect that cash flow from operating activities, which is our primary source
of financing, will remain significantly positive in future. We expect that three
significant factors will influence changes in liquidity in the forecast period:
firstly, we plan to invest around €350 million in intangible assets and prop-
erty, plant and equipment at Group level. These investments will serve primar-
ily to develop new products and services in our growth areas and to enhance
existing ones. We also launched a share buy-back programme with a volume
of €300 million in January 2024. In May 2024 we will propose a dividend of
€3.80 per share to the Annual General Meeting. This would represent a cash
outflow of about €703.4 million. Apart from the above, we did not expect any
other material factors to impact the Group’s liquidity at the time the combined
management report was prepared. As in previous years, we assume that we
will have a sound liquidity base in the forecast period due to positive cash flow
from operating activities, adequate credit lines (for details see note 24 to the
consolidated financial statements), and our flexible management and planning
systems.
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Executive Board & Supervi-
Combined management report
Consolidated financial state-
Remuneration report
Further information
sory Board
Report on post-balance sheet
ments and notes
date events
Based on the successful implementation of our previous strategy and in expec-
tation of further growth, we have refined our capital management. In future we
will aim to distribute dividends equivalent to 30-40 per cent of the net profit
for the period attributable to the shareholders of Deutsche Börse AG. The divi-
dend per share is planned to increase going forward. In addition, available li-
quidity can be invested in the Group’s further inorganic development, as in the
past. In the event of any surplus liquidity, the company intends to supplement
the dividend with share buy-backs.
To maintain its strong credit ratings at Group level, we aim for a ratio of net
debt to EBITDA of no more than 2.25, and a ratio of free funds from opera-
tions to net debt of at least 40 per cent. Financing the takeover of SimCorp
temporarily caused the ratio of free funds from operations to net debt to not
fulfil the target at year-end 2023. We expect to be within the limit for this indi-
cator again in 2024 thanks to positive cash flow from operating activities.
Overall assessment by the Executive Board
chain and its innovative strength. This being the case, we expect to see a positive
trend in the results of operations over the long term. Our new corporate strategy
and the resulting measures should further accelerate this growth. In this context
the Group aims to become more agile and effective and sharpen its client focus,
in order to become the global market infrastructure provider of choice, with a top
ranking in all its business areas. Taking the conditions for organic growth into ac-
count, the Executive Board is planning an increase in net revenue to more than
€5.6 billion in the forecast period. The Executive Board expects EBITDA to go up
to more than €3.2 billion in the forecast period. Overall, on this basis the Execu-
tive Board assumes that cash flow from operating activities will be clearly positive
and that, as in previous years, the liquidity base will be sound. The overall as-
sessment by the Executive Board is valid as at the publication date for this com-
bined management report.
Report on post-balance sheet
date events
We believe the Group remains very well positioned in terms of international com-
petition, thanks to its broadly diversified offering along the securities trading value
There were no significant events after the end of the reporting period.
Executive and Supervisory Board
Combined management report
Deutsche Börse:
Fundamental information about the Group
Strategy and steering parameters
Economic situation
Non-financial declaration
Risk report
Report on opportunities
Report on expected developments
Developments in the operating
environment
Future development of results of
operations
Development of non-financial performance
indicators
Future development of the Group’s financial
position
Overall assessment by the Executive Board
Report on post-balance sheet date events
Corporate governance statement
Deutsche Börse AG
(disclosures based on HGB)
Takeover-related disclosures
Consolidated financial statements/notes
Remuneration report
Further information
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Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Combined management report
Deutsche Börse:
Fundamental information about the Group
Strategy and steering parameters
Economic situation
Non-financial declaration
Risk report
Report on opportunities
Report on expected developments
Report on post-balance sheet date events
Corporate governance statement
Deutsche Börse AG
(disclosures based on HGB)
Takeover-related disclosures
Consolidated financial statements/notes
Remuneration report
Further information
Executive Board & Supervi-
Combined management report
Consolidated financial state-
Remuneration report
Further information
sory Board
Corporate governance statement
ments and notes
Corporate governance statement
Deutsche Börse Group attaches great importance to the principles of good corporate governance and control.
In this statement, we report on corporate governance at Deutsche Börse AG in accordance with principle 23
of the Deutscher Corporate Governance Kodex (German Corporate Governance Code). The statement contains
the corporate governance statement pursuant to section 315d in conjunction with section 289f Han-
delsgesetzbuch (HGB, German Commercial Code).
Declaration of Conformity pursuant to section 161
Aktiengesetz (AktG, German Stock Corporation Act)
Disclosures on overriding statutory provisions
On 7 December 2023, the Executive Board and Supervisory Board of
Deutsche Börse AG issued the following Declaration of Conformity:
“Declaration of the Executive Board and the Supervisory Board of Deutsche
Börse AG pursuant to section 161 Aktiengesetz (AktG - German Stock Corpo-
ration Act)
All recommendations of the German Corporate Governance Code (GCGC) in
the current version dated 28 April 2022, which was published in the Federal
Gazette on 27 June 2022 are currently complied with and will continue to be
complied with in the future.
The Executive Board and Supervisory Board of Deutsche Börse AG declare, in
accordance with recommendation F.4 GCGC, that recommendation D.4 GCGC
was not applicable to the company in 2023 because of the overriding statutory
requirement of section 4 b of the German Stock Exchange Act (Börsengesetz,
BörsG). Recommendation D.4 GCGC states that the Supervisory Board shall
form a Nomination Committee composed exclusively of shareholder represent-
atives. In accordance with section 4 b of the German Stock Exchange Act,
however, the Nomination Committee also assists the Supervisory Board of
Deutsche Börse AG in selecting candidates for the Executive Board. As this
task shall not be performed exclusively by shareholder representatives of the
Supervisory Board, and in line with the practice to date, the Nomination Com-
mittee also includes employee representatives.
Further, since the last declaration of conformity was issued on 7 December
2022, all recommendations of the GCGC have also been complied with.”
Disclosures on suggestions of the GCGC
The annual declaration of conformity pursuant to section 161 Aktiengesetz
(AktG, German Stock Corporation Act) can also be found online at
www.deutsche-boerse.com > Investor Relations > Corporate Governance >
Declaration of Conformity. The declarations of conformity for the past five
years are also available there.
The GCGC consists of both recommendations (denoted in the text by the use of
the word “shall”), which are reported in the Declaration of Conformity in ac-
cordance with section 161 AktG, and suggestions (denoted in the text by the
use of the word “should”). Deutsche Börse AG fully complies with them.
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Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Combined management report
Deutsche Börse:
Fundamental information about the Group
Strategy and steering parameters
Economic situation
Non-financial declaration
Risk report
Report on opportunities
Report on expected developments
Report on post-balance sheet date events
Corporate governance statement
Deutsche Börse AG
(disclosures based on HGB)
Takeover-related disclosures
Consolidated financial statements/notes
Remuneration report
Further information
Executive Board & Supervi-
Combined management report
Consolidated financial state-
Remuneration report
Further information
sory Board
Corporate governance statement
ments and notes
Compliance with legislation and regulations; whistleblower system
Confidentiality and the handling of sensitive information
Conflicts of interest
Prevention of insider trading and market manipulation; personal account
dealings
Prevention of corruption
Risk management
Environmental awareness
Equal opportunities and protection against undesirable behaviour
Corporate responsibility; human rights; ethical conduct
The code of business conduct applies to members of the Executive Board, all
other executives and all employees of Deutsche Börse Group. In addition to
specifying concrete rules, the code of business conduct provides general guid-
ance as to how employees can contribute to implementing the defined values
in their everyday working life. The goals of the code of business conduct are to
provide guidance on working together in the company on a day-to-day basis,
to help resolve any conflicts and to resolve ethical and legal challenges. All
newly hired employees receive the code of business conduct as part of their
employment contract documentation. The code of business conduct is an inte-
gral part of the relationship between employer and employees at Deutsche
Börse Group. Breaches may lead to disciplinary action. The document is avail-
able at www.deutsche-boerse.com > Responsibility > Sustainability > Our
policies and guidelines.
Publicly available information in accordance with
section 289f (2) no. 1a HGB
The current remuneration report and the auditors’ statement pursuant to sec-
tion 162 AktG, the current remuneration system pursuant to section 87a (1)
and (2) sentence 1 AktG and the latest resolution on remuneration pursuant to
section 113 (3) AktG are available at www.deutsche-boerse.com > Investor
Relations > Corporate Governance > Remuneration.
Information on corporate governance practices
Conduct policies
Deutsche Börse Group’s global orientation means that binding policies and
standards of conduct must apply at all of the Group’s locations around the
world. Specifically, the main objectives of these principles for collaboration are
to ensure responsibility, respect and mutual esteem. The Group also adheres
to these principles when implementing its business model. Communications
with clients, investors, employees and the general public are based on timely
information and transparency. In addition to focusing on generating profit,
Deutsche Börse Group’s business is managed sustainably in accordance with
recognised legal, social and ethical standards.
Code of business conduct
Acting responsibly means having values that are shared by all employees
throughout the Group. Deutsche Börse AG therefore has a code of business
conduct that is reviewed every year. This document, which is adopted by the
Executive Board and applies throughout the Group, defines the foundations of
key ethical and legal standards, including – but not limited to – the following
topics:
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Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Combined management report
Deutsche Börse:
Fundamental information about the Group
Strategy and steering parameters
Economic situation
Non-financial declaration
Risk report
Report on opportunities
Report on expected developments
Report on post-balance sheet date events
Corporate governance statement
Deutsche Börse AG
(disclosures based on HGB)
Takeover-related disclosures
Consolidated financial statements/notes
Remuneration report
Further information
Executive Board & Supervi-
Combined management report
Consolidated financial state-
Remuneration report
Further information
sory Board
Corporate governance statement
ments and notes
Code of conduct for suppliers
Deutsche Börse Group not only requires its management and staff to adhere to
high standards – it demands the same from its suppliers and service providers.
The code of conduct for suppliers as applicable to Deutsche Börse AG and the
central purchasing department requires suppliers, among other things, to re-
spect human rights and environmental regulations and to comply with mini-
mum standards in these areas. The minimum standards also incorporate the
requirements of the German Lieferkettensorgfaltspflichtengesetz (Supply Chain
Due Diligence Act) and the UK Modern Slavery Act. Service providers and sup-
pliers must sign this code of conduct or enter into an equivalent voluntary
commitment before they can do business with Deutsche Börse AG and the
Group companies represented by the central purchasing department. The code
of conduct for suppliers is reviewed regularly in the light of current develop-
ments and amended if necessary. It can be found online at www.deutsche-bo-
erse.com > Responsibility > Sustainability > Our policies and guidelines.
Sustainability and values
Deutsche Börse Group’s business activities are based on the legal frameworks
and ethical standards of the different countries in which the Group operates. A
key way in which we underscore the values we consider important for the
Deutsche Börse Group is by joining initiatives and organisations that advocate
generally accepted ethical standards. Relevant memberships are as follows:
UUNN GGlloobbaall CCoommppaacctt www.unglobalcompact.org: this voluntary business initia-
tive established by the United Nations aims to achieve a more sustainable and
more equitable global economy. At the heart of the compact are ten principles
covering the areas of human rights, labour, environment protection and anti-
corruption. Deutsche Börse Group has submitted annual communications on
progress (COPs) on its implementation of the UN Global Compact since 2009.
CChhaarrttaa ddeerr VViieellffaalltt www.charta-der-vielfalt.de: as a signatory to the Diversity
Charter, the company has committed to acknowledging, respecting and pro-
moting the diversity of its workforce, customers and business associates – irre-
spective of their age, gender, disability, race, religion, nationality, ethnic back-
ground, sexual orientation or identity.
IInntteerrnnaattiioonnaall LLaabboouurr OOrrggaanniizzaattiioonn www.ilo.org: this UN agency is the interna-
tional organisation responsible for drawing up and overseeing international la-
bour standards. It brings together representatives of governments, employees
and employers to promote the joint development of policies and programmes.
Deutsche Börse Group has signed up to the ILO’s labour standards and hence
has agreed to abide by them.
Sustainability in corporate governance
Sustainability is of significant importance for the corporate strategy of Deutsche
Börse Group. It is therefore an essential element of corporate governance at
the level of both the Executive Board and the Supervisory Board. The Executive
Board of Deutsche Börse AG takes all strategic decisions concerning sustaina-
bility matters at Deutsche Börse Group. It was supported in the reporting year
by the interdisciplinary Group Sustainability Board, which is chaired by the
CFO. The Group Sustainability Board is the central management board for sus-
tainability topics in Deutsche Börse Group. It deals with company initiatives
relating to environmental, social and governance topics (ESG). This includes
advising on and monitoring the integration of sustainability into corporate plan-
ning and controlling. The Group Sustainability Board has been replaced by the
Group Sustainability Committee as of 1 January 2024. The Group Sustainabil-
ity Committee is the new central management unit for sustainability topics in
Deutsche Börse Group. It is chaired by the Chief Sustainability Officer and
supports and advises the Executive Board on all aspects of sustainability. The
Group Sustainability Committee is intended to ensure the implementation of
effective ESG practices in accordance with applicable policies and guidelines.
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Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Combined management report
Deutsche Börse:
Fundamental information about the Group
Strategy and steering parameters
Economic situation
Non-financial declaration
Risk report
Report on opportunities
Report on expected developments
Report on post-balance sheet date events
Corporate governance statement
Deutsche Börse AG
(disclosures based on HGB)
Takeover-related disclosures
Consolidated financial statements/notes
Remuneration report
Further information
Executive Board & Supervi-
Combined management report
Consolidated financial state-
Remuneration report
Further information
sory Board
Corporate governance statement
ments and notes
The Group ESG Strategy department, which reports to the CEO, primarily pro-
vides support by continuously monitoring the ESG profile and climate strategy
of Deutsche Börse Group. Responsibility for ESG reporting was transferred
from Group ESG Strategy to the section Sustainability Reporting, which is part
of the CFO function, on 1 October 2023.
At the Supervisory Board level, the Strategy and Sustainability Committee has
dealt, in particular, with sustainable corporate governance and activities in the
field of ESG at Deutsche Börse Group since 2021. In addition to embedding
ESG in the work of the Supervisory Board in this way, it is particularly im-
portant for the board as a whole and in the other Supervisory Board commit-
tees, especially the Audit Committee, the Risk Committee and the Nomination
Committee. Current, relevant sustainability aspects also form part of the train-
ing programme for the Executive Board and Supervisory Board and are dealt
with in workshops and seminars.
To promote the sustainable development of the Deutsche Börse Group, ESG
targets are an integral part of the remuneration system for the Executive Board.
Details of the Executive Board remuneration system can be found in the
“Remuneration report”.
Further information on this subject can be found online at www.deutsche-bo-
erse.com > Responsibility > Sustainability. More information about the Super-
visory Board committee, Strategy and Sustainability, can be found in the chap-
ter Supervisory Board committees. Details of the work carried out by the Strat-
egy and Sustainability Committee are included in the “Supervisory Board Re-
port”.
Control and risk management systems
Deutsche Börse Group’s pivotal role in the financial sector requires that it han-
dles information and risks responsibly. The Group has a number of rules and
processes for this purpose. They comprise both statutory and internal rules
that can be adapted specifically to individual industry segments. They include
policies on whistleblowing, risk management and the internal control system.
Whistleblower system
Deutsche Börse Group plays an active role in the fight against breaches of
rules and regulations. One example is Deutsche Börse Group’s whistleblowing
system, which provides a channel to report non-compliant behaviour.
Deutsche Börse Group uses the Business Keeper Monitoring System
(BKMS®), an online application that enables employees, clients and third par-
ties to report matters that could be criminal offences and incidents of non-
compliance by employees or third parties concerning the business of Deutsche
Börse Group. Reports can be made in their own name or anonymously and
can be made around the clock.
Further information regarding the whistleblower system can be found at
www.deutsche-boerse.com > Our Company > Contact > Whistleblower sys-
tem.
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Deutsche Börse Group – Annual report 2023
Executive Board & Supervi-
Combined management report
Consolidated financial state-
Remuneration report
Further information
sory Board
Corporate governance statement
ments and notes
Executive and Supervisory Board
Combined management report
Deutsche Börse:
Fundamental information about the Group
Strategy and steering parameters
Economic situation
Non-financial declaration
Risk report
Report on opportunities
Report on expected developments
Report on post-balance sheet date events
Corporate governance statement
Deutsche Börse AG
(disclosures based on HGB)
Takeover-related disclosures
Consolidated financial statements/notes
Remuneration report
Further information
Policies and guidelines on control and risk management system
Functioning control systems are important parts of stable and sustainable busi-
ness processes. Deutsche Börse Group’s enterprise-wide control systems are
embedded in an overarching framework. This comprises, among other things,
the legal requirements, the recommendations of the German Corporate Govern-
ance Code, international regulations and recommendations and other com-
pany-specific policies. The executives responsible for the different elements of
the control system are in close contact with each other and with the Executive
Board. Key aspects of its design and implementation are also reported regu-
larly to the Supervisory Board or its committees. Equally, the Group has an en-
terprise-wide risk management system that covers and provides mandatory
rules for functions, processes and responsibilities. The internal control system
and risk management system also cover sustainability-related targets. Details
of the internal control system and risk management at Deutsche Börse Group
can be found in the “Risk report” section.
From its examination of the internal control and risk management system and
the reports of the Internal Audit function regarding its risk-oriented and pro-
cess-independent controls conducted, the Executive Board does not have any
indications which would result in reservations regarding the appropriateness
and efficacy of the systems.
Working practices of the Executive Board and the
Supervisory Board
An important fundamental principle of the German Stock Corporation Act is the
dual board system – which assigns separate, independent responsibilities to
the Executive Board and the Supervisory Board. These responsibilities and
their implementation at Deutsche Börse AG are set out in detail in the follow-
ing paragraphs.
Both boards perform their duties in the interests of the company and with the
aim of achieving a sustainable, long-term increase in value. Their actions are
based on the principle of responsible corporate governance. The Executive
Board and Supervisory Board of Deutsche Börse AG therefore work closely to-
gether in a spirit of mutual trust. The Executive Board provides the Supervisory
Board with comprehensive information on the company’s and the Group’s po-
sition and the course of business in a regular and timely manner. In addition,
the Executive Board informs the Supervisory Board regularly concerning issues
relating to corporate planning, the risk situation and risk management, compli-
ance and the company’s control systems. The strategic orientation of the com-
pany is examined in detail and agreed upon with the Supervisory Board. Im-
plementation of the relevant measures is discussed at regular intervals. The
Chief Executive Officer reports to the Supervisory Board without undue delay,
orally or in writing, on matters that are of special importance to the company.
In addition, the CEO keeps the Chair of the Supervisory Board continuously
and regularly informed of the current developments affecting the company’s
business, significant transactions, upcoming decisions and the long-term out-
look and discusses these issues with him or her. The Supervisory Board may
also request reports from the Executive Board at any time, especially on mat-
ters and business transactions at Deutsche Börse AG and subsidiaries that
have a significant impact on Deutsche Börse AG’s position. The Rules of Pro-
cedures for the Executive Board and Supervisory Board contain provisions on
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Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Combined management report
Deutsche Börse:
Fundamental information about the Group
Strategy and steering parameters
Economic situation
Non-financial declaration
Risk report
Report on opportunities
Report on expected developments
Report on post-balance sheet date events
Corporate governance statement
Deutsche Börse AG
(disclosures based on HGB)
Takeover-related disclosures
Consolidated financial statements/notes
Remuneration report
Further information
Executive Board & Supervi-
Combined management report
Consolidated financial state-
Remuneration report
Further information
sory Board
Corporate governance statement
ments and notes
the corresponding information rights and obligations of the Executive Board
and Supervisory Board exceeding statutory regulations.
Deutsche Börse AG’s Executive Board
The Executive Board manages Deutsche Börse AG and the Deutsche Börse
Group. The Executive Board had six members in the reporting year. The main
duties of the Executive Board include defining the Group’s corporate goals and
sustainable strategic orientation, managing and monitoring the operating units,
as well as establishing and monitoring an efficient risk management system.
The Executive Board is responsible for preparing the annual and consolidated
financial statements of Deutsche Börse AG, as well as for producing financial
information during the course of the year. In addition, it must ensure the com-
pany’s compliance with legal requirements and official regulations.
The members of the Executive Board are jointly responsible for all aspects of
management. Irrespective of this collective responsibility, the individual mem-
bers manage the company’s business areas assigned to them in the Executive
Board’s schedule of responsibilities independently and are personally responsi-
ble for them. In addition to the business areas, the functional areas of respon-
sibility are that of the Chief Executive Officer (CEO), the Chief Financial Officer
(CFO), the Chief Information Officer/Chief Operating Officer (CIO/COO) and
Governance, People & Culture. The business areas cover the operating busi-
ness units, such as the company’s cash market activities, the derivatives busi-
ness, the market data business, securities settlement and custody, collateral
and liquidity management, fund distribution services as well as the Investment
Management Solutions segment with offerings in the areas of indices, analyt-
ics, sustainability information (ESG) and software. For details, see
“Deutsche Börse: Fundamental information about the Group” section and
www.deutsche-boerse.com > Company > Deutsche Börse Group > Business
areas.
Further details of the Executive Board’s work are set out in the bylaws that the
Supervisory Board has adopted for the Executive Board. Among other things,
these list issues that are reserved for the entire Executive Board, special
measures requiring the approval of the Supervisory Board, other procedural de-
tails and the arrangements for passing resolutions. The Executive Board holds
regular meetings. They are convened by the CEO, who coordinates the work of
the Executive Board. Any Executive Board member can require a meeting to be
convened. In accordance with its bylaws, the entire Executive Board normally
takes decisions on the basis of resolutions passed by a simple majority of the
members voting on them in each case. If a vote is tied, the CEO has the cast-
ing vote.
More information on the Executive Board, its composition, members’ individual
appointments and biographies can be found at www.deutsche-boerse.com >
Investor Relations> Corporate Governance > Executive Board.
Deutsche Börse AG’s Supervisory Board
The Supervisory Board supervises and advises the Executive Board in its man-
agement of the company. This also covers sustainability matters. The Supervi-
sory Board supports the Executive Board in significant business decisions and
provides advice on strategically important issues. In the Rules of Procedures
for the Executive Board, the Supervisory Board has defined transactions of fun-
damental importance which require its approval. In addition, the Supervisory
Board is responsible for appointing the members of the Executive Board, de-
ciding on their total remuneration and examining Deutsche Börse AG’s annual
and consolidated financial statements and the combined management report.
Details of the Supervisory Board’s work during the 2023 financial year can be
found in the “Report of the Supervisory Board”.
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Executive Board & Supervi-
Combined management report
Consolidated financial state-
Remuneration report
Further information
sory Board
Corporate governance statement
ments and notes
and the annual effectiveness review is described in the chapter Examination of
the effectiveness of Supervisory Board work.
The Chair of the Supervisory Board consults, on a regular basis, with the
shareholder and employee representatives on the Supervisory Board, also out-
side the meetings, and arranges talks to prepare for the Supervisory Board
meetings as necessary. Separate pre-meetings of shareholder and employee
representatives also take place regularly before the ordinary meetings of the
full Supervisory Board.
Executive and Supervisory Board
Combined management report
Deutsche Börse:
Fundamental information about the Group
Strategy and steering parameters
Economic situation
Non-financial declaration
Risk report
Report on opportunities
Report on expected developments
Report on post-balance sheet date events
Corporate governance statement
Deutsche Börse AG
(disclosures based on HGB)
Takeover-related disclosures
Consolidated financial statements/notes
Remuneration report
Further information
The Supervisory Board consists of 16 members, made up of an equal number
of shareholder representatives and employee representatives in line with the
German Mitbestimmungsgesetz (MitbestG, German Co-determination Act). The
term of office of the current members ends at the Annual General Meeting in
2024.
The Supervisory Board holds at least six regular meetings every year. In addi-
tion, extraordinary meetings are held as required. Executive Board members
attend the meetings unless the Supervisory Board decides otherwise in any
particular case. The Supervisory Board also meets regularly without the Execu-
tive Board. Exchanges also take place as necessary with the annual auditors.
The committees also hold regular meetings. Unless mandatory statutory provi-
sions or the articles of incorporation call for a different procedure, the Supervi-
sory Board passes its resolutions by a simple majority. If a vote is tied, the
Chair has the casting vote. Further details of how the Supervisory Board and
its committees work are defined in particular in the Rules of Procedure for the
Supervisory Board, which can be downloaded at www.deutsche-boerse.com >
Investor Relations > Corporate Governance > Supervisory Board > Rules of
procedure.
The Supervisory Board reviews both the knowledge, skill and experience of the
Executive Board and Supervisory Board as a whole and of their members regu-
larly, at least once a year, and examines the structure, size, composition and
performance of the Executive Board and Supervisory Board. Its review is based
on a catalogue of specific targets, including qualification requirements, which,
in turn, are reviewed regularly by the Supervisory Board. As a result of this re-
view the qualification matrix was amended in the reporting year to show the
competences “Strategy” and “Sustainability” separately. In this way, the Super-
visory Board has made the qualification matrix even more transparent. The Su-
pervisory Board also regularly, at least once a year, reviews the effectiveness of
its work, discusses opportunities for improvement and decides on suitable
measures if necessary. The concrete targets are described in the chapter Tar-
gets for composition and qualification requirements of the Supervisory Board
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Deutsche Börse Group – Annual report 2023
Executive Board & Supervi-
Combined management report
Consolidated financial state-
Remuneration report
Further information
sory Board
Corporate governance statement
ments and notes
Supervisory Board committees
The Supervisory Board’s goal in establishing committees is to improve the effi-
ciency of its work by examining complex matters in smaller groups that pre-
pare them for the plenary meeting of the Supervisory Board. Additionally, the
Supervisory Board has delegated individual decision-making powers to the
committees, to the extent that this is legally permissible. The Supervisory
Board had seven committees in the reporting period. For details of the commit-
tees, please refer to the tables Supervisory Board committees in the reporting
year: composition and responsibilities. Their individual responsibilities are gov-
erned by the Supervisory Board’s bylaws. The committees’ rules of procedure
correspond to those for the plenary meeting of the Supervisory Board. Details
of the current duties and members of the individual committees can be found
online at www.deutsche-boerse.com > Corporate Governance > Investor Re-
lations> Supervisory Board > Committees.
The chairs of the individual committees report to the plenary meeting about
the subjects addressed and resolutions passed in the committee meetings.
Outside the meetings the Chair of the Audit Committee also reports regularly to
the Audit Committee and the full Supervisory Board on her regular exchanges
with the annual auditor. Information on the Supervisory Board’s concrete work
and meetings during the reporting period can be found in the Report of the Su-
pervisory Board.
More information on the Supervisory Board and its committees, the individual
members and their appointments and biographies, can be found at:
www.deutsche-boerse.com > Corporate Governance> Investor Relations >
Supervisory Board.
Executive and Supervisory Board
Combined management report
Deutsche Börse:
Fundamental information about the Group
Strategy and steering parameters
Economic situation
Non-financial declaration
Risk report
Report on opportunities
Report on expected developments
Report on post-balance sheet date events
Corporate governance statement
Deutsche Börse AG
(disclosures based on HGB)
Takeover-related disclosures
Consolidated financial statements/notes
Remuneration report
Further information
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Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Combined management report
Deutsche Börse:
Fundamental information about the Group
Strategy and steering parameters
Economic situation
Non-financial declaration
Risk report
Report on opportunities
Report on expected developments
Report on post-balance sheet date events
Corporate governance statement
Deutsche Börse AG
(disclosures based on HGB)
Takeover-related disclosures
Consolidated financial statements/notes
Remuneration report
Further information
Executive Board & Supervi-
Combined management report
Consolidated financial state-
Remuneration report
Further information
sory Board
Corporate governance statement
ments and notes
Supervisory Board committees in the reporting year: composition and responsibilities
Audit Committee
Members
Barbara Lambert (Chair)
Andreas Gottschling
Oliver Greie1
Susann Just-Marx1
Achim Karle1
Michael Rüdiger
Provisions for the composition
At least four members who are elected by the Supervisory Board
At least one member with financial reporting expertise and one other member with auditing expertise2
All members familiar with the financial sector
Prerequisites for the chair of the committee: the person concerned must be independent, and must have specialist knowledge and experience either (i) in the
application of accounting principles and internal control and risk management systems or (ii) in auditing, whereby accounting and auditing also include sustaina-
bility reporting and its auditing
Persons who cannot chair the committee: the Chair of the Supervisory Board; former members of the company’s Executive Board whose appointment ended less
than two years ago
Responsibilities
Deals with issues relating to the preparation of the annual budget and financial topics, particularly capital management
Deals with issues relating to the adequacy and effectiveness of the company’s control systems – in particular, to risk management, compliance and internal audit
Deals with audit reports and financial reporting issues, including oversight of the financial reporting process
Half-yearly financial reports, plus any quarterly financial reports, discusses the results of the reviews with the auditors
Examines the annual financial statements and the management report, the consolidated financial statements and the Group management report, discusses the
audit report with the external auditors and prepares the Supervisory Board’s resolutions adopting the annual financial statements and approving the consolidated
financial statements, as well as the resolution on the Executive Board’s proposal on the appropriation of profit
Prepares the Supervisory Board’s recommendation to the Annual General Meeting on the election of the external auditors of the annual financial statements, the
consolidated financial statements and the half-yearly financial report (to the extent that the latter is audited or reviewed by external auditors) and makes corre-
sponding recommendations to the Supervisory Board
Reviews the non-financial reporting (sections 289b, 315b HGB)
Monitors the audit, particularly the selection and the independence of the external auditors, the quality of the audit and the additional services provided by the
auditors
Issues the engagement letter to the external auditor of the annual financial statements and the consolidated financial statements – including, in particular, the
decision on and the commissioning of assigning the auditor (i) to review or audit the half-yearly financial reports, (ii) to review the non-financial reporting and (iii)
to audit the remuneration report, as well as determining focal areas of the audit and the audit fee
Prepares the Supervisory Board’s resolution approving the statement on the German Corporate Governance Code pursuant to section 161 of the AktG and the
corporate governance statement in accordance with section 289f of the HGB
Control procedures on related-party transactions pursuant to section 111a (2) sentence 2 AktG
Every member of the Audit Committee has the right to obtain information via the Chair of the Audit Committee from the heads of the company’s main central de-
partments; the Chair of the Audit Committee notifies all the committee members of the information obtained
1) Employee representatives.
2) Barbara Lambert has the expertise in auditing and Michael Rüdiger has the expertise in financial reporting required by section 100 (5) AktG. For details see the chapter Targets for composition and qualification requirements
of the Supervisory Board.
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99
Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Combined management report
Deutsche Börse:
Fundamental information about the Group
Strategy and steering parameters
Economic situation
Non-financial declaration
Risk report
Report on opportunities
Report on expected developments
Report on post-balance sheet date events
Corporate governance statement
Deutsche Börse AG
(disclosures based on HGB)
Takeover-related disclosures
Consolidated financial statements/notes
Remuneration report
Further information
Executive Board & Supervi-
Combined management report
Consolidated financial state-
Remuneration report
Further information
sory Board
Corporate governance statement
ments and notes
Nomination Committee
Members
Provisions for the composition
Martin Jetter (Chair)
Markus Beck1
Nadine Brandl1
Anja Greenwood1
Michael Rüdiger
Chaired by the Chair of the Supervisory Board
At least five other members who are elected by the Supervisory Board
Responsibilities
Develops a diversity concept for the Supervisory Board
Deals with the regular, at least annual assessment of the structure, size, composition and performance of the Executive Board and Supervisory Board, as well as
Clara-Christina Streit
possible improvements
Deals with the regular, at least annual assessment of the qualification requirements of individual members of the Executive Board and Supervisory Board, and the
Executive Board and Supervisory Board as a whole
Presentation of competencies in the qualification matrix and preparation of the resolution by the Supervisory Board
Proposes suitable candidates to the Supervisory Board for inclusion in the Supervisory Board’s election proposal to the Annual General Meeting (the proposal is
submitted by shareholder representatives), including the regular review of the concrete targets and qualification requirements on which proposals are based
Reviews the principles for the selection and appointment of Executive Board members and making recommendations to the Supervisory Board in this regard
Addresses succession planning for the Executive Board, identifies suitable candidates to fill a position on the Executive Board and preparing the resolution to be
passed by the Supervisory Board
Enters into, amends or terminates service agreements within the framework defined by the Supervisory Board
Prepares resolutions of the Supervisory Board on the remuneration system for Executive Board
Prepares resolutions of the Supervisory Board on aggregate remuneration and retirement benefits of individual Executive Board members and determines payments to
surviving dependants and any other similar payments; regularly reviews the reasonableness of Executive Board remuneration and develops proposals for any adjust-
ments where required
Prepares the reporting on the remuneration of the Executive Board and Supervisory Board
Approves appointments of members of Deutsche Börse AG’s Executive Board to other executive boards, supervisory boards, advisory boards and similar boards, as
well as other part-time work and honorary appointments, including any exemptions from the approval requirement
Approves the granting or revocation of general powers of attorney
Approves cases in which the Executive Board grants employee’s retirement pensions or other individually negotiated retirement benefits, or proposes to enter into
employer/works council agreements establishing pension plans
Decides on deferring publication of insider information and on drafting ad hoc notifications on information for which the Supervisory Board is responsible
Other tasks and duties set forth in section 4b (5) of the BörsG
1) Employee representatives
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Deutsche Börse Group – Annual report 2023
100
Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Combined management report
Deutsche Börse:
Fundamental information about the Group
Strategy and steering parameters
Economic situation
Non-financial declaration
Risk report
Report on opportunities
Report on expected developments
Report on post-balance sheet date events
Corporate governance statement
Deutsche Börse AG
(disclosures based on HGB)
Takeover-related disclosures
Consolidated financial statements/notes
Remuneration report
Further information
Executive Board & Supervi-
Combined management report
Consolidated financial state-
Remuneration report
Further information
sory Board
Corporate governance statement
ments and notes
Risk Committee
Members
Andreas Gottschling
(Chair)
Susann Just-Marx1
Barbara Lambert
Daniel Vollstedt1
Provisions for the composition
At least four members who are elected by the Supervisory Board
Responsibilities
Reviews the risk management framework, including the risk appetite and the risk management roadmap
Takes note of and reviews the periodic risk management and compliance reports
Oversees monitoring of the Group’s operational, financial and business risks
Takes note of and discusses the annual reports on significant risks and the risk management systems at regulated Group entities, to the extent legally permissible
Strategy and Sustainability Committee
Members
Provisions for the composition
Martin Jetter (Chair)
Anja Greenwood1
Achim Karle1
Peter Sack1
Charles Stonehill
Chong Lee Tan
1) Employee representatives
Chaired by the Chair of the Supervisory Board
At least five other members who are elected by the Supervisory Board
Responsibilities
Advises the Executive Board on matters of strategic importance to the company and its affiliates
Addresses fundamental strategic and business issues and deals with the group’s purpose
Deals with sustainable corporate governance and business activities of Deutsche Börse Group in the areas environmental, social and governance (ESG) criteria (un-
less another committee is responsible)
Deals with significant projects for Deutsche Börse Group
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101
Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Combined management report
Deutsche Börse:
Fundamental information about the Group
Strategy and steering parameters
Economic situation
Non-financial declaration
Risk report
Report on opportunities
Report on expected developments
Report on post-balance sheet date events
Corporate governance statement
Deutsche Börse AG
(disclosures based on HGB)
Takeover-related disclosures
Consolidated financial statements/notes
Remuneration report
Further information
Executive Board & Supervi-
Combined management report
Consolidated financial state-
Remuneration report
Further information
sory Board
Corporate governance statement
ments and notes
Technology Committee
Members
Provisions for the composition
Shannon A. Johnston
(Chair)
Markus Beck1
Andreas Gottschling
Peter Sack1
Charles Stonehill
Daniel Vollstedt1
At least four members who are elected by the Supervisory Board
Responsibilities
Supports the Supervisory Board in meeting its supervisory duties with respect to the information technology used to execute the Group’s business strategy and with
respect to information security
Advises on IT strategy and architecture
Oversees monitoring of technological innovations, the provision of IT services, the technical performance and stability of IT systems, operational IT risks, and infor-
mation security services and risks
Chairman’s Committee
Members
Provisions for the composition
Martin Jetter (Chair)
Markus Beck1
Nadine Brandl1
Clara-Christina Streit
Mediation Committee
Members
Martin Jetter (Chair)
Markus Beck1
Oliver Greie1
Barbara Lambert
1) Employee representatives
Chaired by the Chair of the Supervisory Board
Deputy Chair of the Supervisory Board as well as one shareholder representative and one employee representative who are elected by the Supervisory Board
Responsibilities
Time-sensitive affairs
Provisions for the composition
Chaired by the Chair of the Supervisory Board
Deputy Chairperson of the Supervisory Board as well as one shareholder representative and one employee representative each
Responsibilities
Tasks and duties pursuant to section 31 (3) MitbestG
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Deutsche Börse Group – Annual report 2023
102
Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Combined management report
Deutsche Börse:
Fundamental information about the Group
Strategy and steering parameters
Economic situation
Non-financial declaration
Risk report
Report on opportunities
Report on expected developments
Report on post-balance sheet date events
Corporate governance statement
Deutsche Börse AG
(disclosures based on HGB)
Takeover-related disclosures
Consolidated financial statements/notes
Remuneration report
Further information
Executive Board & Supervi-
Combined management report
Consolidated financial state-
Remuneration report
Further information
sory Board
Corporate governance statement
ments and notes
Targets for composition and qualification requirements
of the Supervisory Board
Qualification requirements
In accordance with recommendation C.1 GCGC, the Supervisory Board has
adopted a catalogue of specific targets concerning its composition that should
serve, above all, as a basis for the nomination of future members. The targets
include qualification requirements as well as diversity targets. Furthermore,
members shall have sufficient time, as well as the personal integrity and suita-
bility of character, to exercise their office. In addition, more than half the
shareholder representatives on the Supervisory Board shall be independent.
The targets, including the qualification requirements, are reviewed by the Su-
pervisory Board regularly, at least annually, and modified as necessary. The
status of implementation can be seen in the qualification matrix at the end of
this statement.
Given their knowledge, skills and professional experience, members of the
Supervisory Board shall have the ability to perform the duties of a supervisory
board member in a company with international business activities. The Super-
visory Board has determined necessary basic competencies and particular
competencies. The particular competences are derived from the business
model, the corporate targets, as well as from specific regulations applicable to
Deutsche Börse Group.
Basic competencies
Ideally, each Supervisory Board member has the following basic competen-
cies:
In the reporting year, the Supervisory Board reviewed the specific targets at the
recommendation of the Nomination Committee and refined them, so that the
competences “Strategy” and “Sustainability” are shown separately in the quali-
fication matrix from this reporting year onwards. In this way, the Supervisory
Board has made the qualification matrix even more transparent, and in partic-
ular it also shows in which ESG areas the respective Supervisory Board mem-
bers have sustainability experience. The Supervisory Board, supported by the
Nomination Committee, also examined the targets for the overall board and for
the individual members and confirmed that they had been met.
Understanding of business issues
Analytical and strategic skills
Understanding of the corporate governance system
Knowledge of the financial sector
Understanding of Deutsche Börse AG’s activities
Understanding of Deutsche Börse Group’s structure
Understanding of sustainability matters as relevant to
Deutsche Börse AG
Understanding of the member’s own position and responsibilities
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103
Deutsche Börse Group – Annual report 2023
Executive Board & Supervi-
Combined management report
Consolidated financial state-
Remuneration report
Further information
sory Board
Corporate governance statement
ments and notes
Executive and Supervisory Board
Particular competencies
Combined management report
Deutsche Börse:
Fundamental information about the Group
Strategy and steering parameters
Economic situation
Non-financial declaration
Risk report
Report on opportunities
Report on expected developments
Report on post-balance sheet date events
Corporate governance statement
Deutsche Börse AG
(disclosures based on HGB)
Takeover-related disclosures
Consolidated financial statements/notes
Remuneration report
Further information
The requirements for particular competences refer to the Supervisory Board in
its entirety. At least two of its members should have sound knowledge, espe-
cially concerning the following topics:
Capital markets, business models of stock exchanges and data business
Clearing, settlement and custody business
Information technology and security, digitalisation
Strategy
Sustainability
Accounting, finance and audit
Risk management and compliance
Regulatory requirements, law
The current composition of the Supervisory Board fulfils these criteria concern-
ing the qualification of its members. The requirements of the German Stock
Corporation Act and the GCGC for professional knowledge of accounting and
auditing in the Audit Committee are also met. Barbara Lambert, the Chair of
the Audit Committee, has the necessary professional knowledge of both audit-
ing and accounting. The same applies to Michael Rüdiger, a member of the
Audit Committee, who also has the necessary specialist knowledge of both au-
diting and accounting.
Barbara Lambert studied economics in Switzerland, where she also obtained
her diploma as an auditor. As an active auditor of financial statements and
banks over many years, she can draw on extensive experience of conducting
and managing audit activities, particularly in the financial sector. She contin-
ues to update her auditing knowledge on a regular basis to this day. In addi-
tion to chairing the Audit Committee of Deutsche Börse AG, Barbara Lambert
is a member or chair of the following audit and risk committees of boards of
directors and supervisory boards: Implenia AG (since 2019), Synlab AG (since
2021, mandate will be resigned as of 31 March 2024), Merck KGaA (since
2023) and of the two companies UBS Switzerland AG (since 2022) and Credit
Suisse (Switzerland) AG (since 2023), which belong to the same group of
companies. In these functions, she regularly attends the training sessions of-
fered by the respective companies. Alongside her work on boards of directors
and supervisory boards, Barbara Lambert is a member of many relevant pro-
fessional associations and networks, such as the Swiss expert association for
auditing, tax and trusts (EXPERTsuisse), where in 2007 she was also a mem-
ber of the expert group for bank auditing, and the German Audit Committee
Chair Network of the Audit Committee Institute e.V. Her membership of these
associations and networks serves not only the professional exchange but also
her further professional training. Her full curriculum vitae is available at
www.deutsche-boerse.com > Investor Relations > Corporate Governance >
Supervisory Board > Barbara Lambert.
Michael Rüdiger has a degree in business studies and specialised in finance
and controlling. He has many years of experience in the finance industry and
until 2019 was CEO of DekaBank Deutsche Girozentrale. In addition to his
work on the Supervisory Board of Deutsche Börse AG, where he has also been
a member of the Audit Committee since 2020, Michael Rüdiger chairs the Au-
dit Committee at Evonik Industries AG and chairs the Supervisory Board of
BlackRock Asset Management Deutschland AG (2023) and the Board of Di-
rectors of BlackRock Asset Management Schweiz AG (since 2023). In these
functions he regularly attends the training sessions offered by the respective
companies. Michael Rüdiger is a member of relevant networks, such as the
German Audit Committee Chair Network of the Audit Committee Institute e.V.,
where he discusses professional issues and receives ongoing training. He also
regularly attends individual training courses on aspects of auditing and ac-
counting, where he makes use of the expertise offered by large auditing firms.
His full curriculum vitae is available at www.deutsche-boerse.com > Investor
Relations > Corporate Governance > Supervisory Board > Michael Rüdiger.
PDF (A4)
Deutsche Börse Group – Annual report 2023
104
Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Combined management report
Deutsche Börse:
Fundamental information about the Group
Strategy and steering parameters
Economic situation
Non-financial declaration
Risk report
Report on opportunities
Report on expected developments
Report on post-balance sheet date events
Corporate governance statement
Deutsche Börse AG
(disclosures based on HGB)
Takeover-related disclosures
Consolidated financial statements/notes
Remuneration report
Further information
Executive Board & Supervi-
Combined management report
Consolidated financial state-
Remuneration report
Further information
sory Board
Corporate governance statement
ments and notes
Independence of Supervisory Board members
Flexible age limit and term of office
In accordance with recommendation C.6 GCGC, the Supervisory Board shall
be comprised of what it considers to be an appropriate number of independent
shareholder representatives. The shareholder representatives on the Supervi-
sory Board therefore decided that at least half the shareholder representatives
on the Supervisory Board shall be independent. Supervisory Board members
are considered to be independent within the meaning of C.6 GCGC if they are
independent of the company and its Executive Board and independent of any
controlling shareholder. In particular, Supervisory Board members are no
longer to be considered independent if they have a personal or business rela-
tionship with the company or its Executive Board that may cause a substantial
(and not merely temporary) conflict of interest. According to recommendation
C.7 GCGC, more than half the shareholder representatives shall be independ-
ent of the company and the Executive Board.
In the opinion of the shareholder representatives on the Supervisory Board, all
of them are independent.
Diversity concept for the Executive Board and the
Supervisory Board
The diversity concept for the Executive Board and the Supervisory Board, as
adopted by the Supervisory Board in accordance with section 289f (2) no. 6
HGB, has the objective of ensuring a wide range of perspectives and experi-
ence through the composition of both bodies. The concept is implemented
within the scope of selecting and appointing new Executive Board members or
regarding proposals for election of new Supervisory Board members.
The Supervisory Board considers the flexible age limit stipulated in its bylaws
(generally 70 years) when nominating candidates for election by the Annual
General Meeting. Furthermore, the Supervisory Board’s bylaws provide for a
general limitation to members’ maximum term of office to twelve years, which
the Supervisory Board shall also consider in its nominations of candidates to
the Annual General Meeting.
The flexible age limit for members of the Executive Board provides for the term
of office to expire at the end of the month during which a member reaches the
age of 60 years. An Executive Board member may be reappointed for one year
at a time from the month in which they reach the age of 60. The last period of
office should, nevertheless, end at the close of the month in which the Execu-
tive Board member turns 65. When appointing members of the Executive
Board, the Supervisory Board pursues the objective of achieving an optimal
composition of the Executive Board from the company’s perspective. In this
context, experience and industry knowledge, as well as professional and per-
sonal qualifications, play a major role. Depending on the Executive Board posi-
tion to be filled, it is not just the scope and depth of skills that is decisive, but
also whether the specific skills are up to date. The flexible age limit has been
deliberately worded to preserve the Supervisory Board’s flexibility in taking de-
cisions on appointments.
At present, no Executive Board member has passed the age limit of 65 years.
Theodor Weimer’s term of office as Chairman of Deutsche Börse AG’s Execu-
tive Board runs until 31 December 2024. Theodor Weimer will reach the age
of 65 in 2024. Gregor Pottmeyer’s term of office as CFO of Deutsche Börse AG
runs until 30 September 2025. Gregor Pottmeyer will reach the age of 63 in
2025. While maintaining the general rule on a flexible age limit, the Supervi-
sory Board decided, in view of their long-standing experience and knowledge
of the sector and professional and personal qualifications, not to renew
PDF (A4)
Deutsche Börse Group – Annual report 2023
105
Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Combined management report
Deutsche Börse:
Fundamental information about the Group
Strategy and steering parameters
Economic situation
Non-financial declaration
Risk report
Report on opportunities
Report on expected developments
Report on post-balance sheet date events
Corporate governance statement
Deutsche Börse AG
(disclosures based on HGB)
Takeover-related disclosures
Consolidated financial statements/notes
Remuneration report
Further information
Executive Board & Supervi-
Combined management report
Consolidated financial state-
Remuneration report
Further information
sory Board
Corporate governance statement
ments and notes
Theodor Weimer’s and Gregor Pottmeyer’s term of office solely on an annual
basis once they reached the age of 60.
Future personnel decisions will take this into account.
Share of women holding management positions
Deutsche Börse Group is an international company. Working at our company
means collaborating with colleagues across over 56 locations from 131 na-
tions. We are proud of the diverse cultural, professional and personal back-
grounds of our colleagues around the globe. We are committed to maintaining,
supporting and fostering the diverse and inclusive culture of Deutsche Börse
AG across all diversity dimensions.
Regulations require us to consider one aspect of this diversity in particular de-
tail in this report: the share of women holding management positions.
Deutsche Börse AG meets the statutory requirements for the proportion of
women on the Executive Board and the Supervisory Board. This applies partic-
ularly to the diversity requirements for the Executive Board that have been in
force since 2021.
Some 37.5 per cent of the shareholder representatives of the Supervisory
Board are women and the Supervisory Board is determined to further increase
this share.
The Supervisory Board is also determined to increase the proportion of women
on the Executive Board, taking the current appointments into consideration.
Currently, there is one female member on the board.
In detail: with regard to the Supervisory Board, the legally binding gender
quota of 30 per cent in accordance with section 96 (2) AktG applies. In order
to prevent any discrimination of either shareholder representatives or employee
representatives, and in order to increase the planning security in the relevant
election procedures, the shareholder representatives on the Supervisory Board
have opposed the overall fulfilment of the quota in accordance with section 96
(2) sentence 2 AktG. Thus, the minimum quota of 30 per cent is to be com-
plied with for each gender both with regard to the shareholder representatives
and to the employee representatives. Based on the statutory calculation
method, this means that at least two women and two men from both the
shareholder representatives and the employee representatives must be on the
Supervisory Board. There are currently six women on the Supervisory Board:
three women among the shareholder representatives and three women among
the employee representatives. The statutory gender quota is therefore fulfilled.
A statutory minimum quota for the Executive Board was introduced in the Act
to Extend and Amend the Act on Equal Participation of Women and Men in
Management Positions in the Private and Public Sectors (FüPoG II) of 10 June
2021. Executive Boards of listed companies with more than three members
must include at least one woman and one man (section 76 (3a) AktG). This
statutory minimum participation requirement replaces the obligation of compa-
nies to set a legally non-binding target quota. Deutsche Börse AG meets these
statutory requirements and reports on them in accordance with section 289f
(2) No. 5a HGB.
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Deutsche Börse Group – Annual report 2023
106
Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Combined management report
Deutsche Börse:
Fundamental information about the Group
Strategy and steering parameters
Economic situation
Non-financial declaration
Risk report
Report on opportunities
Report on expected developments
Report on post-balance sheet date events
Corporate governance statement
Deutsche Börse AG
(disclosures based on HGB)
Takeover-related disclosures
Consolidated financial statements/notes
Remuneration report
Further information
Executive Board & Supervi-
Combined management report
Consolidated financial state-
Remuneration report
Further information
sory Board
Corporate governance statement
ments and notes
International profile
Educational and professional background
The composition of the Executive Board and the Supervisory Board shall reflect
the company’s international activities. With Dr Andreas Gottschling, Shannon
A. Johnston, Barbara Lambert, Charles Stonehill, Clara-Christina Streit and
Chong Lee Tan, there are six shareholder representatives on the Supervisory
Board who are not, or not exclusively, German citizens. In addition, many of
the members of the Supervisory Board have long-term professional experience
in the international field or are working abroad on a permanent basis. The Su-
pervisory Board will therefore continue to meet the objectives concerning its
international composition.
The same applies to the Executive Board, where Stephan Leithner holds non-
German citizenship, and whose members have gained long-standing interna-
tional working experience as well.
The Supervisory Board has set itself the objective of considering an appropriate
range of educational and professional backgrounds regarding its own composi-
tion, as well as regarding the composition of the Executive Board. In addition
to possessing professional experience in the financial services industry, mem-
bers of the Executive Board and the Supervisory Board also have a profes-
sional background in consultancy, the IT sector, auditing, administration and
regulation. In terms of professional education, most members have business,
economics or legal degrees, in addition to backgrounds in IT, engineering and
other areas. Education and professional experience thus also contribute to ful-
filling the previously mentioned qualification requirements for Supervisory
Board members.
The composition of both Deutsche Börse AG’s Supervisory Board and Execu-
tive Board is in line with the objectives stated above.
The following qualification matrix provides an overview of how the main tar-
gets for the composition of the Supervisory Board are met, and of the extent to
which the particular competencies defined in the qualification requirements
are present.
PDF (A4)
Deutsche Börse Group – Annual report 2023
107
Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Combined management report
Deutsche Börse:
Fundamental information about the Group
Strategy and steering parameters
Economic situation
Non-financial declaration
Risk report
Report on opportunities
Report on expected developments
Report on post-balance sheet date events
Corporate governance statement
Deutsche Börse AG
(disclosures based on HGB)
Takeover-related disclosures
Consolidated financial statements/notes
Remuneration report
Further information
Executive Board & Supervi-
Combined management report
Consolidated financial state-
Remuneration report
Further information
sory Board
Corporate governance statement
ments and notes
Qualification matrix: Profile and particular competencies of Supervisory Board members
Member since
Independence
Gender
Year of birth
Nationality
Martin Jetter
(Chair)
2018
Independent
Markus Beck
Nadine Brandl
Andreas
Gottschling
Anja
Greenwood
Oliver Greie
Shannon A.
Johnston
Susann Just-Marx
2018
2018
2020
2021
2022
2022
2018
Employee repre-
sentative
Employee repre-
sentative
Independent
Employee repre-
sentative
Employee repre-
sentative
Independent
Employee repre-
sentative
Male
1959
Male
1964
German
German
International experience
Yes
Educational and professional
background 1
Engineering
No
Law
Female
1975
German
No
Law
Male
1967
Female
1974
German, Swiss
German
Yes
Economics and
mathematics
Yes
Law
Male
1976
German
No
Nursing
Female
1971
USA
Yes
Female
1988
German
Yes
General studies
Administration,
economics
Particular competencies
Capital markets, business
models of stock exchanges
and data business
Clearing, settlement and
custody business
Information technology and
security, digitalisation
Strategy
Sustainability2
Accounting, finance and audit
Risk management and
compliance
Regulatory requirements, law
1) The curricula vitae of the Supervisory Board members can be found at www.deutsche-boerse.com > Investor Relations > Corporate Governance > Supervisory Board
2) Sustainability expertise is described in more detail below
PDF (A4)
Deutsche Börse Group – Annual report 2023
108
Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Combined management report
Deutsche Börse:
Fundamental information about the Group
Strategy and steering parameters
Economic situation
Non-financial declaration
Risk report
Report on opportunities
Report on expected developments
Report on post-balance sheet date events
Corporate governance statement
Deutsche Börse AG
(disclosures based on HGB)
Takeover-related disclosures
Consolidated financial statements/notes
Remuneration report
Further information
Executive Board & Supervi-
Combined management report
Consolidated financial state-
Remuneration report
Further information
sory Board
Corporate governance statement
ments and notes
Qualification matrix: Profile and particular competencies of Supervisory Board members
Member since
Independence
Gender
Year of birth
Nationality
Achim Karle
Barbara Lambert Michael Rüdiger
Peter Sack
Charles Stonehill
Clara-C. Streit
Chong Lee Tan
Daniel Vollstedt
2018
2018
2020
2021
2019
2019
2021
2021
Employee repre-
sentative
Independent
Independent
Employee repre-
sentative
Independent
Independent
Independent
Employee repre-
sentative
Male
1973
Female
1962
Male
1964
German
German, Swiss
German
Male
1962
German
No
Male
1958
Female
1968
Male
1962
Male
1976
British, USA
German, USA
Singapore
German
Yes
Yes
Yes
No
International experience
Yes
Yes
Yes
Educational and professional
background 1
Finance
Banking, econom-
ics, auditor
Banking, business
studies
Economist, politics History
Business studies
Economics and ad-
ministration
IT and business
studies
Particular competencies
Capital markets, business
models of stock exchanges
and data business
Clearing, settlement and
custody business
Information technology and
security, digitalisation
Strategy
Sustainability2
Accounting, finance and audit
Risk management and
compliance
Regulatory requirements, law
1) The curricula vitae of the Supervisory Board members can be found at www.deutsche-boerse.com > Investor Relations > Corporate Governance > Supervisory Board
2) Sustainability expertise is described in more detail below
PDF (A4)
Deutsche Börse Group – Annual report 2023
109
Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Combined management report
Deutsche Börse:
Fundamental information about the Group
Strategy and steering parameters
Economic situation
Non-financial declaration
Risk report
Report on opportunities
Report on expected developments
Report on post-balance sheet date events
Corporate governance statement
Deutsche Börse AG
(disclosures based on HGB)
Takeover-related disclosures
Consolidated financial statements/notes
Remuneration report
Further information
Executive Board & Supervi-
Combined management report
Consolidated financial state-
Remuneration report
Further information
sory Board
Corporate governance statement
ments and notes
Please refer to www.deutsche-boerse.com > Investor Relations > Corporate
Governance > Supervisory Board for further information concerning the mem-
bers of the Supervisory Board and its committees. For further information con-
cerning the members of the Executive Board, please see www.deutsche-bo-
erse.com > Investor Relations > Corporate Governance > Executive Board.
In addition to the basic knowledge of sustainability topics acquired partly from
training sessions for the whole Supervisory Board, 8 of the 16 Supervisory
Board members have more in-depth experience and knowledge of sustainabil-
ity-related topics.
Martin Jetter
E/S/G
Sustainable corporate
governance focusing on
environment, diversity,
equity and inclusion;
winner of the IBM Chair-
man’s Environmental
Award (2018)
Markus Beck
S/G
Long-standing legal
adviser on corporate
governance and
sustainability-related
regulation
Nadine Brandl
S/G
Expert in social sustaina-
bility topics and regula-
tion from prior profes-
sional activities (aca-
demia and research,
trade union and legal
work)
Achim Karle
E/S/G
Expert for ESG indices;
member of the works
council’s Sustainability
working group
Barbara Lambert
E/S/G
Expert in sustainability
reporting and auditing
and the underlying
standards
Michael Rüdiger
E/S/G
Expert in sustainability
reporting and auditing
and the underlying
standards; expert on
sustainability standards
in asset management
Charles Stonehill
E/S/G
Independent adviser to
companies with a sus-
tainable purpose
Clara-C. Streit
S/G
Chair of the Government
Commission Corporate
Governance (GCCG);
long-standing involve-
ment with leadership
and staff development
Nomination Committee began by drawing up a long list of suitable individuals.
After interviewing the candidates on the long list, the shareholder representa-
tives on the Nomination Committee agreed on a new candidate for the Super-
visory Board elections in 2024. Information about all the candidates, including
their CVs, will be sent with the invitation to the Annual General Meeting of
Deutsche Börse AG to be held on 14 May 2024, and can also be viewed be-
fore the Annual General Meeting at www.deutsche-boerse.com/agm.
Preparing the election of shareholder representatives
to the Supervisory Board
The term of office of all the Supervisory Board members ends at the close of
the Annual General Meeting 2024. The Supervisory Board’s Nomination Com-
mittee, whose responsibility it is to put forward suitable candidates to the Su-
pervisory Board for its proposals for election to the Annual General Meeting,
has therefore dealt in detail with the election by the Annual General Meeting of
the shareholder representatives to the Supervisory Board in 2024. Michael
Rüdiger has decided not to stand again for election to the Supervisory Board.
In a resolution dated 6 February 2024, the shareholder representatives on the
Nomination Committee proposed eight candidates for election as shareholder
representatives by the Annual General Meeting. Seven of the eight proposed
candidates are currently Supervisory Board members; one candidate has not
been a member to date. The targets for the composition of the Supervisory
Board and the qualification requirements were taken into account when select-
ing this candidate. To this end, the shareholder representatives on the
PDF (A4)
Deutsche Börse Group – Annual report 2023
110
Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Combined management report
Deutsche Börse:
Fundamental information about the Group
Strategy and steering parameters
Economic situation
Non-financial declaration
Risk report
Report on opportunities
Report on expected developments
Report on post-balance sheet date events
Corporate governance statement
Deutsche Börse AG
(disclosures based on HGB)
Takeover-related disclosures
Consolidated financial statements/notes
Remuneration report
Further information
Executive Board & Supervi-
Combined management report
Consolidated financial state-
Remuneration report
Further information
sory Board
Corporate governance statement
ments and notes
Training and professional development measures for
members of the Supervisory Board
As a matter of principle, Supervisory Board members are responsible for their
continuing professional development. Deutsche Börse AG follows recommen-
dation D.11 GCGC and the guidelines of the European Securities and Markets
Authority (ESMA) on management bodies of market operators and data report-
ing services providers, and supports Supervisory Board members in this en-
deavour. For example, it organises targeted introductory events for new Super-
visory Board members and workshops on selected strategy, sustainability and
current issues or on topics of fundamental importance. In addition to a specific
workshop on the Horizon 2026 strategy process, two technology workshops
on artificial intelligence and cybersecurity were held in the reporting year. An-
other two workshops were held on sustainability topics, which dealt with sus-
tainability regulation and the future world of work in sectors relevant to
Deutsche Börse AG. One workshop took place on the role of Deutsche Börse
Group in the capital markets. Deutsche Börse AG covers the costs of work-
shops and basic training organised by itself for new Supervisory Board mem-
bers. They also comprise training events from the Qualified Supervisory Board
educational programme that the company designed itself. Deutsche Börse AG
also covers the costs of third-party training activities in individual cases. Fur-
ther information about the Supervisory Board workshops can be found in the
Report of the Supervisory Board.
Examination of the effectiveness of
Supervisory Board work
Deutsche Börse AG regards regular reviews of the effectiveness of Supervisory
Board work – in accordance with recommendation D.12 GCGC – as a key
component of good corporate governance. The annual effectiveness review is
supported by an external service provider every third year, most recently in
2022. The effectiveness review in 2023 took place internally in the third
quarter by means of a structured questionnaire and covered the tasks and
composition of the Supervisory Board, collaboration within the Supervisory
Board and with the Executive Board, as well as Supervisory Board and com-
mittee meetings. In addition, topics relating to the discussion and working cul-
ture and how current matters are dealt with by the Supervisory Board were ad-
dressed. The review yielded positive results, both in terms of overall effective-
ness as well as regarding the audited subject areas. The Supervisory Board
discussed the suggestions for improvement that were made, such as giving
greater weight to the perspectives of external stakeholders of Deutsche Börse
Group and developing the opportunities for exchange within the Supervisory
Board, and initiated steps to implement them.
Long-term succession planning for the Executive Board
Together with the Executive Board, the Supervisory Board ensures that long-
term succession planning takes place. For this purpose the Supervisory Board,
or its Nomination Committee, regularly – at least once a year – concerns itself
with potential candidates for the Executive Board. The Chair of the Executive
Board is involved in these considerations, provided that the discussions do not
refer to their own succession. The Supervisory Board prepares an applicant
profile for vacant Executive Board positions. It takes care to ensure that the
knowledge, expertise and experience of all Executive Board members is diverse
and well balanced and adheres to the adopted diversity concept. Moreover, the
Supervisory Board ensures it is informed regularly about the succession plan-
ning at the first level beneath the Executive Board, and provides advice to the
Executive Board in this regard.
PDF (A4)
Deutsche Börse Group – Annual report 2023
111
Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Combined management report
Deutsche Börse:
Fundamental information about the Group
Strategy and steering parameters
Economic situation
Non-financial declaration
Risk report
Report on opportunities
Report on expected developments
Report on post-balance sheet date events
Corporate governance statement
Deutsche Börse AG
(disclosures based on HGB)
Takeover-related disclosures
Consolidated financial statements/notes
Remuneration report
Further information
Executive Board & Supervi-
Combined management report
Consolidated financial state-
Remuneration report
Further information
sory Board
Corporate governance statement
ments and notes
Target figures for the proportion of female executives
beneath the Executive Board
Shareholder representation, transparent reporting and
communication
Deutsche Börse AG’s Executive Board has defined target quotas for women on
the two management levels beneath the Executive Board, in accordance with
section 76 (4) AktG, in each case referring to Deutsche Börse AG. By 31 De-
cember 2023, the proportion of women holding positions in the first and sec-
ond management levels beneath the Executive Board was planned to reach 15
per cent and 27 per cent, respectively. As of 31 December 2023, the share of
women holding positions on the first and second management levels beneath
the Executive Board at Deutsche Börse AG in Germany was 15 per cent and
24 per cent, respectively.
Changes at the second management level had an impact on the number of fe-
male executives and the achievement of the target percentage at this level.
The Deutsche Börse Group is highly international, which means that for the
development of female managers and appointments to management positions
the consideration of a cross-company and cross-country perspective plays an
important role. In this context, the Executive Board had set a Group-wide tar-
get share of women holding upper management positions (first three manage-
ment levels below the Executive Board) of 23 per cent by 31 December 2023,
and of women holding lower management positions of 30 per cent during the
same period. In fact, this voluntary commitment went further than the statu-
tory obligation. Firstly, the target figures determined in this context relate to
Deutsche Börse Group worldwide. Secondly, the definition of management lev-
els/positions was expanded to include heads of teams, for example. On a
global level, as at 31 December 2023, these quotas stood at 23 per cent for
upper management levels and 33 per cent for lower management positions.
Shareholders exercise their rights at the Annual General Meeting (AGM).
Among other things, the AGM elects the shareholder representatives to the Su-
pervisory Board and decides on formal approval for the actions of the Execu-
tive Board and the Supervisory Board. It also passes resolutions on the appro-
priation of the unappropriated surplus, capital measures, approval of intercom-
pany agreements, amendments to the company’s articles of incorporation, Su-
pervisory Board remuneration, approval of the remuneration system for the Ex-
ecutive Board and the remuneration report, and the appointment of the audi-
tors for the financial statements. Ordinary AGMs – at which the Executive
Board and the Supervisory Board give an account for the past financial year –
take place once a year.
In the spirit of good corporate governance, Deutsche Börse AG aims to make it
as easy as possible for shareholders to exercise their shareholder rights and ex-
change views directly with one another.
For instance, Deutsche Börse AG shareholders may follow the AGM live over
the internet and can be represented at the AGM by proxies nominated by
Deutsche Börse AG, also by means of electronic communication. The proxies
exercise voting rights solely in accordance with shareholders’ instructions and
can also be reached during the AGM. There is also a postal voting option,
which includes electronic communication. When casting their vote, the share-
holders have the choice of approving individual agenda items, rejecting them
or abstaining.
PDF (A4)
Deutsche Börse Group – Annual report 2023
112
Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Combined management report
Deutsche Börse:
Fundamental information about the Group
Strategy and steering parameters
Economic situation
Non-financial declaration
Risk report
Report on opportunities
Report on expected developments
Report on post-balance sheet date events
Corporate governance statement
Deutsche Börse AG
(disclosures based on HGB)
Takeover-related disclosures
Consolidated financial statements/notes
Remuneration report
Further information
Executive Board & Supervi-
Combined management report
Consolidated financial state-
Remuneration report
Further information
sory Board
Corporate governance statement
ments and notes
The Supervisory Board discusses the results of voting at the AGM on a regular
basis. A more in-depth discussion takes place particularly if the results are not
within the range expected by the Supervisory Board, so for example if the vot-
ing differs significantly from that of comparable companies on fundamentally
comparable topics. This was not the case in the reporting year for the resolu-
tions taken at the AGM, including the temporary authorisation to hold virtual
AGMs.
Section 118a (1) AktG establishes that a company’s articles of incorporations
may stipulate that the Annual General Meeting is to be held online, without
the physical presence of shareholders or their proxies, or may authorise the Ex-
ecutive Board to adopt the corresponding resolutions.
In the reporting year the Executive Board decided, with the approval of the Su-
pervisory Board, on the basis of the transitional provisions of section 26n (1)
of the Introductory Act to AktG that the AGM should take place online, without
the physical presence of shareholders or their proxies. Shareholders were able
to follow the entire Annual General Meeting live online and exercise their vot-
ing rights, also via electronic communications, by means of postal voting or
appointing the company proxies. They also had the opportunity to exercise
their rights to speak and obtain information during the AGM by means of a
video link, and to submit comments beforehand. Additionally, the company
voluntarily published the speeches by the Chairs of the Executive Board and
Supervisory Board ahead of the Annual General Meeting.
In the reporting year, the AGM of Deutsche Börse AG also decided to amend
the company’s articles of incorporation and authorise the Executive Board for a
limited period of two years to hold the AGM virtually, without the physical
presence of shareholders or their proxies. For future AGMs, a decision will be
taken individually, and taking the particular circumstances as well as the inter-
ests of the company and its shareholders into account, as to whether the AGM
should be held virtually, and use made of the authorisation. Past experience,
as well as the time and expense involved, may also be taken into
consideration. The Executive Board decided on this basis to hold the AGM vir-
tually again in 2024.
The company currently intends to structure future virtual AGMs in a similar
way to the ordinary Annual General Meeting in the reporting year. In particu-
lar, it intends to refrain from accepting and answering questions ahead of the
AGM. Furthermore, the Supervisory Board members will attend the venue in
person for the virtual AGM 2024.
To maximise transparency and ensure equal access to information, Deutsche
Börse AG’s corporate communications generally follow the rule that all target
groups should receive all relevant information simultaneously. Deutsche Börse
AG’s financial calendar informs shareholders, analysts, shareholders’ associa-
tions, the media and interested members of the public of key events such as
the date of the AGM, or publication dates for financial performance indicators.
Ad hoc disclosures, information on directors’ dealings and voting rights notifi-
cations, corporate reports and interim reports, and company news can all be
found on Deutsche Börse’s website www.deutsche-boerse.com. Deutsche
Börse AG provides information about its annual and consolidated financial
statements as well as interim reports in conference calls for analysts and in-
vestors. Furthermore, a regular investor day is held and Deutsche Börse con-
tinuously outlines its strategy and business developments to everyone who is
interested, abiding by the principle that all target groups worldwide must be
informed at the same time.
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Deutsche Börse Group – Annual report 2023
113
Deutsche Börse Group – Annual report 2023
Executive Board & Supervi-
Combined management report
Consolidated financial state-
Remuneration report
Further information
sory Board
Corporate governance statement
ments and notes
Executive and Supervisory Board
Accounting and auditing
Combined management report
Deutsche Börse:
Fundamental information about the Group
Strategy and steering parameters
Economic situation
Non-financial declaration
Risk report
Report on opportunities
Report on expected developments
Report on post-balance sheet date events
Corporate governance statement
Deutsche Börse AG
(disclosures based on HGB)
Takeover-related disclosures
Consolidated financial statements/notes
Remuneration report
Further information
Deutsche Börse AG’s annual report provides shareholders and interested mem-
bers of the public with detailed information on Deutsche Börse Group’s busi-
ness performance during the reporting period. Additional information is pub-
lished in its half-yearly financial report and two quarterly statements. The an-
nual financial statement documents and the annual report are published
within 90 days of the end of the financial year (31 December); intra-year fi-
nancial information (half-yearly financial report and quarterly statements) is
made available within 45 days of the end of the relevant quarter or six-month
period. Following preparations by the Audit Committee, the annual and consol-
idated financial statements are discussed by the entire Supervisory Board and
with the external auditors, examined and then approved. The Executive Board
discusses the half-yearly report and the quarterly statements for the first and
third quarters with the Supervisory Board’s Audit Committee prior to their pub-
lication. The half-yearly financial report is reviewed by the external auditors.
Following the recommendation by the Supervisory Board, the Annual General
Meeting 2023 again elected PricewaterhouseCoopers GmbH
Wirtschaftsprüfungsgesellschaft, Frankfurt am Main, (PwC) as the auditors for
the annual and consolidated financial statements 2023 and for the auditor’s
review of the half-yearly financial report in the reporting year. PwC was also
engaged to perform a review of the form and contents of the remuneration re-
port during the 2023 financial year. The auditors responsible are Marc Billeb
and Michael Rönnberg. They have both been responsible for the audit since
2021. The Supervisory Board’s proposal was based on a corresponding rec-
ommendation by the Audit Committee, which had obtained the necessary
statement of independence from PwC before the election. This states that there
are no personal, business, 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
checked that this continued to be the case during the reporting period. It also
oversaw the financial reporting process in 2023. The Supervisory Board was
informed in a timely manner of the committee’s work and the insights gained;
there were no material findings. Information on audit services and fees is pro-
vided in note 6 to the consolidated financial statements.
PDF (A4)
Deutsche Börse Group – Annual report 2023
114
Deutsche Börse Group – Annual report 2023
Executive Board & Supervi-
Combined management report
Consolidated financial state-
Remuneration report
Further information
sory Board
Corporate governance statement
ments and notes
Deutsche Börse AG (notes based on HGB)
The annual financial statements of Deutsche Börse AG are prepared in accordance with the provisions of the
German Commercial Code (Handelsgesetzbuch, HGB) and the supplementary provisions of the German Stock
Corporation Act (Aktiengesetz, AktG). They are the underlying basis for the notes that follow.
Business and operating environment
Deutsche Börse AG’s course of business in the reporting period
Business model and general position of the company
Deutsche Börse AG is the parent company of Deutsche Börse Group. The par-
ent company’s business activities include, first and foremost, the cash and de-
rivatives markets, which are reflected in the Trading & Clearing segment.
Deutsche Börse AG also operates essential parts of the Group’s information
technology. The performance of the Securities Services segment (formerly
Clearstream) is primarily reflected in Deutsche Börse AG’s business perfor-
mance via the profit and loss transfer agreement with Clearstream Holding AG.
The business and the operating environment of Deutsche Börse AG are largely
the same as for the Group. They are described in the section “Macroeconomic
and sector-specific environment”.
Deutsche Börse AG’s sales revenue increased by 3.0 per cent in the 2023 fi-
nancial year, which was in line with the company’s expectations. By contrast,
total costs (staff costs, amortisation of intangible assets and depreciation of
property, plant and equipment and other operating expenses) rose by 6.7 per
cent. EBITDA was €2.7 billion in the 2023 financial year and so was signifi-
cantly above the forecast for the 2023 financial year of €1.4 billion. Net profit
was up by 142.1 per cent compared with the previous year. The financial year
was mainly defined by the ongoing geopolitical situation and the resulting mar-
ket risks, rising inflation and interest rate increases by the central banks. Vola-
tility on stock markets was lower overall than in the previous year, however.
The increase in net income is primarily due to non-recurring effects within the
result from equity investments. This stems partly from the fact that for the first
time profits were recognised at Clearstream Holding AG in the period in which
they originated, and partly from reorganisation of Deutsche Börse AG’s share-
holdings. On the basis of these developments, the Executive Board of
Deutsche Börse AG considers its performance in 2023 to be positive in con-
text.
Executive and Supervisory Board
Combined management report
Deutsche Börse:
Fundamental information about the Group
Strategy and steering parameters
Economic situation
Non-financial declaration
Risk report
Report on opportunities
Report on expected developments
Report on post-balance sheet date events
Corporate governance statement
Deutsche Börse AG
(notes based on HGB)
Business and operating environment
Results of operations of
Deutsche Börse AG
Financial position of Deutsche Börse AG
Assets of Deutsche Börse AG
Deutsche Börse AG employees
Remuneration report of Deutsche Börse AG
Corporate governance statement in
accordance with section 289f HGB
Opportunities and risks facing Deutsche
Börse AG
Report on expected developments for
Deutsche Börse AG
Takeover-related disclosures
Consolidated financial statements/notes
Remuneration report
Further information
PDF (A4)
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115
Deutsche Börse Group – Annual report 2023
Executive Board & Supervi-
Combined management report
Consolidated financial state-
Remuneration report
Further information
sory Board
Corporate governance statement
ments and notes
The result of equity investments at Deutsche Börse AG rose year on year by
236.5 per cent in 2023. It consisted partly of dividend income of €261.7 mil-
lion (2022: €161.6 million) and income from the transfer of profits of
€1,474.1 million (2022: €412.2 million). The higher income from profit
transfers is due to the fact that for the first time profits were recognised in the
year in which they originated at the level of Clearstream Holding AG and its
net income for the year increased as a result. An internal reorganisation within
Deutsche Börse Group, which included the contribution and the sale of the in-
vestment in ISS HoldCo Inc. to ISS STOXX GmbH and the transfer of the in-
vestment in Axioma Inc. to SimCorp A/S as a capital contribution, resulted in
an overall positive effect of €26.8 million in financial year 2023. Impairment
losses of €35.9 million were recognised on financial assets, along with write-
ups of €37.3 million.
Earnings before interest, taxes, depreciation and amortisation (EBITDA) went
up by 122.1 per cent due to the effects mentioned above. Net income for the
period amounted to €2,118.4 million, an increase of 142.1 per cent.
Executive and Supervisory Board
Combined management report
Deutsche Börse:
Fundamental information about the Group
Strategy and steering parameters
Economic situation
Non-financial declaration
Risk report
Report on opportunities
Report on expected developments
Report on post-balance sheet date events
Corporate governance statement
Deutsche Börse AG
(notes based on HGB)
Business and operating environment
Results of operations of
Deutsche Börse AG
Financial position of Deutsche Börse AG
Assets of Deutsche Börse AG
Deutsche Börse AG employees
Remuneration report of Deutsche Börse AG
Corporate governance statement in
accordance with section 289f HGB
Opportunities and risks facing Deutsche
Börse AG
Report on expected developments for
Deutsche Börse AG
Takeover-related disclosures
Consolidated financial statements/notes
Remuneration report
Further information
Performance figures for Deutsche Börse AG
in € m
Sales revenue
Total costs
Net income from equity investments
EBITDA
Net profit for the period
Earnings per share (€)1
2023
2022
Change
1,697.4
1,280.7
1,764.0
2,698.8
2,118.4
11.44
1,647.9
1,199.8
524.2
1,215.1
875.1
4.76
3.0 %
6.7 %
236.5 %
122.1 %
142.1 %
140.3 %
1) Calculation based on weighted average of shares outstanding
Results of operations of Deutsche Börse AG
Deutsche Börse AG’s sales revenue rose by 3.0 per cent in 2023. This is
largely due to an increase in sales revenue of €22.9 million in the Trading &
Clearing Segment. For more information on the development of the Trading &
Clearing segment, please refer to the “Trading & Clearing segment” section.
The other segments mainly relate to the provision of central functions. By con-
trast, these segments have a material impact on the company’s investment in-
come. The breakdown of income by the company’s individual segments is
shown in the table “Sales revenue by segment”.
The company’s total costs were up 6.7 per cent year on year. For a break-
down, please refer to the table “Overview of total costs”. Staff costs rose by
16.2 per cent year on year during the year under review, to €341.4 million.
The increase in staff costs is mainly due to the larger number of employees fol-
lowing the opening of new offices in Czech Republic and Ireland. Amortisation
of intangible assets and depreciation of property, plant and equipment in-
creased by 0.4 per cent in the year under review. Other operating expenses
were up 4.0 per cent year on year. This stems from the opening of new offices
and general price increases.
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Deutsche Börse Group – Annual report 2023
Executive Board & Supervi-
Combined management report
Consolidated financial state-
Remuneration report
Further information
sory Board
Corporate governance statement
ments and notes
Sales revenue by segment
in €m
Trading & Clearing
Securities Services
Fund Services
Investment Management Solutions
Total
Overview of total costs
in €m
Staff costs
Depreciation and amortisation
Other operating expenses
Total
Development of profitability
2023
2022
Change
1,523.9
1,501.0
1.5 %
107.8
116.3
– 7.3 %
54.6
11.1
25.9
4,7
110.8 %
136.2 %
1,697.4
1,647.9
3.0 %
2023
341.4
73.9
865.4
2022
Change
293.9
73.6
832.3
16.2 %
0.4 %
4.0 %
6.7 %
1,280.7
1,199.8
Financial position of Deutsche Börse AG
As at 31 December 2023, cash and cash equivalents amounted to
€150.4 million (2022: €442.0 million). This includes balances on current ac-
counts, fixed-term deposits and other short-term investments, whereby the ma-
jority is held in cash.
Deutsche Börse AG has external credit lines available of €600.0 million
(2022: €600.0 million), which were unused as at 31 December 2023. More-
over, the company has a commercial paper programme in place, which allows
for flexible and short-term financings of up to €2.5 billion, in various curren-
cies. Commercial paper with a nominal value of €590.0 million (2022:
€60.0 million) was in circulation at year-end.
Through a Group-wide cash-pooling system, Deutsche Börse AG ensures an
optimum allocation of liquidity throughout Deutsche Börse Group; in this way,
the parent entity makes sure that all subsidiaries are in a position to honour
their payment obligations at all times.
Deutsche Börse AG’s return on equity expresses the ratio of net income after
taxes to average equity available to the company during the course of 2023.
Return on equity rose from 21.9 per cent in 2022 to 49.1 per cent in the year
under review. The increase is particularly due to the one-off effect of recognis-
ing profits in the year in which they originated at the level of Clearstream Hold-
ing AG for the first time.
Deutsche Börse AG has issued ten corporate loans with a total nominal vol-
ume of €6.8 billion. For more details concerning these bonds, please refer to
the “Financial position” section.
In the 2023 financial year, Deutsche Börse AG generated cash flow from oper-
ating activities of €832.1 million (2022: €1,209.4 million).
Cash flow from investing activities amounted to €–3,819.5 million (2022:
€–392.5 million). The change is primarily due to the acquisition costs of
€3.9 billion for SimCorp A/S.
Executive and Supervisory Board
Combined management report
Deutsche Börse:
Fundamental information about the Group
Strategy and steering parameters
Economic situation
Non-financial declaration
Risk report
Report on opportunities
Report on expected developments
Report on post-balance sheet date events
Corporate governance statement
Deutsche Börse AG
(notes based on HGB)
Business and operating environment
Results of operations of
Deutsche Börse AG
Financial position of Deutsche Börse AG
Assets of Deutsche Börse AG
Deutsche Börse AG employees
Remuneration report of Deutsche Börse AG
Corporate governance statement in
accordance with section 289f HGB
Opportunities and risks facing Deutsche
Börse AG
Report on expected developments for
Deutsche Börse AG
Takeover-related disclosures
Consolidated financial statements/notes
Remuneration report
Further information
PDF (A4)
Deutsche Börse Group – Annual report 2023
117
Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Combined management report
Deutsche Börse:
Fundamental information about the Group
Strategy and steering parameters
Economic situation
Non-financial declaration
Risk report
Report on opportunities
Report on expected developments
Report on post-balance sheet date events
Corporate governance statement
Deutsche Börse AG
(notes based on HGB)
Business and operating environment
Results of operations of
Deutsche Börse AG
Financial position of Deutsche Börse AG
Assets of Deutsche Börse AG
Deutsche Börse AG employees
Remuneration report of Deutsche Börse AG
Corporate governance statement in
accordance with section 289f HGB
Opportunities and risks facing Deutsche
Börse AG
Report on expected developments for
Deutsche Börse AG
Takeover-related disclosures
Consolidated financial statements/notes
Remuneration report
Further information
Executive Board & Supervi-
Combined management report
Consolidated financial state-
Remuneration report
Further information
sory Board
Corporate governance statement
ments and notes
Cash flow from financing activities amounted to €3,097.0 million in the year
under review (2022: €–812.2 million). A dividend of €661.5 million was paid
for the 2022 financial year. Bonds were issued for a total of €3 billion to fi-
nance the acquisition of SimCorp A/S. Commercial papers were also issued in
the reporting year with a nominal value of €530.0 million. Cash and cash
equivalents amounted to €–866.1 million as at the reporting date 31 Decem-
ber 2023 (2022: €–756.5 million). It is made up of liquid funds of €150.4
million (2022: €442.0 million), less cash-pooling liabilities of €1,016.6 mil-
lion (2022: €1,198.5 million).
Cash flow statement (condensed)
in €m
Cash flow from operating activities
Cash flow from investing activities
Cash flow from financing activities
Cash and cash equivalents as at 31 December
Assets of Deutsche Börse AG
2023
832.1
– 3,819.5
3,097.0
– 866.1
2022
1,209.4
– 392.5
– 812.2
– 756.5
Receivables from and liabilities to affiliated companies include invoices for in-
tra-Group services and amounts invested by Deutsche Börse AG within the
scope of cash-pooling arrangements. The receivables from affiliated companies
relate to invoices for intra-Group services, but primarily to Clearstream Holding
AG for the company’s profit transfer of €1,474.1 million. Liabilities to affiliated
companies resulted mainly from cash-pooling amounting to €1,025.0 million
(2022: €1,199.6 million) and trade liabilities of €80.8 million (2022: €84.8
million).
Concerning the change in treasury shares we refer to the more detailed com-
ments in the notes to the financial statements of Deutsche Börse AG in accord-
ance with Section 315 (2) sentence 2 HGB.
Deutsche Börse AG employees
The number of employees (as defined by HGB)1 at Deutsche Börse AG rose by
860 in the reporting year and totalled 2,570 as at 31 December 2023 (31
December 2022: 1,710). The average number of employees at Deutsche
Börse AG in the 2023 financial year was 2,158 (2022: 1,701).
As at 31 December 2023, the non-current assets of Deutsche Börse AG
amounted to €12,780.5 million (2022: €8,805.5 million). At €12,522.3 mil-
lion, most of the non-current assets consisted of shares in affiliated companies
(2022: €8,024.7 million). The increase in financial year 2023 is primarily
due to the acquisition of SimCorp A/S for €3.9 billion.
Deutsche Börse AG has employees at eight locations around the world. Two
offices were opened – in Czech Republic and Ireland – in 2023. During the
2023 financial year, 138 employees left Deutsche Börse AG, resulting in a
staff turnover rate of 6 per cent. Deutsche Börse AG employees are 41 years
old on average and have been with the company for an average of 8 years.
Deutsche Börse AG’s investments in intangible assets and property, plant and
equipment totalled €37.6 million during the year under review (2022: €128.2
million) and were thus lower than in the previous year. Depreciation and
amortisation in 2023 amounted to €73.9 million (2022: €73.6 million).
1 Employees do not include the company’s legal representatives, apprentices and employees on parental leave.
PDF (A4)
Deutsche Börse Group – Annual report 2023
118
Deutsche Börse Group – Annual report 2023
Executive Board & Supervi-
Combined management report
Consolidated financial state-
Remuneration report
Further information
sory Board
Corporate governance statement
ments and notes
Remuneration report of Deutsche Börse AG
The principles governing the structure and design of the remuneration system
at Deutsche Börse AG are the same as those for Deutsche Börse Group, so ref-
erence is made to the “Remuneration report” which is published alongside the
annual report.
comfort issued to Eurex Clearing AG is available in the section Other financial
obligations and off-balance sheet transactions in the notes to the annual finan-
cial statements of Deutsche Börse AG. The description of the internal control
system (ICS), required by section 289 (4) HGB, is provided in the Risk report
section.
Corporate governance statement in accordance with
section 289f HGB
The corporate governance statement in accordance with section 289f HGB is
the same as that for Deutsche Börse Group. Reference is therefore made to the
section “Corporate governance statement”.
Opportunities and risks facing Deutsche Börse AG
The opportunities and risks of Deutsche Börse AG and the activities and pro-
cesses to manage these are largely the same as for Deutsche Börse Group, so
reference is made to the “Risk report” and the “Report on opportunities”. As a
rule, Deutsche Börse AG shares the opportunities and risks of its equity invest-
ments and subsidiaries in accordance with its equity interest. Risks that could
potentially threaten the existence of the Eurex Clearing AG subsidiary would
also have a direct influence on Deutsche Börse AG based on a letter of comfort
issued by Deutsche Börse AG. As at the reporting date, there were no risks
jeopardising the company’s existence. Further information on the letter of
Report on expected developments for
Deutsche Börse AG
The expected developments in Deutsche Börse AG’s business are largely sub-
ject to the same factors as those influencing Deutsche Börse Group. However,
the revenue of Deutsche Börse AG is largely determined by the Trading &
Clearing segment, whereby this is mostly generated via Eurex Frankfurt AG
(EFAG) and Eurex Clearing AG (ECAG) in the form of revenue transfers (opera-
tional management structure).
Additional factors affecting future earnings at Deutsche Börse AG are the in-
vestment income from affiliated companies and income from profit transfer
agreements.
Deutsche Börse AG expects sales of more than €1.7 billion and EBITDA of
more than €1.6 billion for 2024.
Further comments on Deutsche Börse AG can be found in the “Report on ex-
pected developments" section.
Executive and Supervisory Board
Combined management report
Deutsche Börse:
Fundamental information about the Group
Strategy and steering parameters
Economic situation
Non-financial declaration
Risk report
Report on opportunities
Report on expected developments
Report on post-balance sheet date events
Corporate governance statement
Deutsche Börse AG
(notes based on HGB)
Business and operating environment
Results of operations of
Deutsche Börse AG
Financial position of Deutsche Börse AG
Assets of Deutsche Börse AG
Deutsche Börse AG employees
Remuneration report of Deutsche Börse AG
Corporate governance statement in
accordance with section 289f HGB
Opportunities and risks facing Deutsche
Börse AG
Report on expected developments for
Deutsche Börse AG
Takeover-related disclosures
Consolidated financial statements/notes
Remuneration report
Further information
PDF (A4)
Deutsche Börse Group – Annual report 2023
119
Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Combined management report
Deutsche Börse:
Fundamental information about the Group
Strategy and steering parameters
Economic situation
Risk report
Report on opportunities
Report on expected developments
Report on post-balance sheet date events
Corporate governance statement
Deutsche Börse AG
(notes based on HGB)
Takeover-related disclosures
Consolidated financial statements/notes
Remuneration report
Further information
Executive Board & Supervi-
Combined management report
Consolidated financial state-
Remuneration report
Further information
sory Board
Takeover-related disclosures
ments and notes
Takeover-related disclosures
Disclosures in accordance with sections 289a sentence 1 and
315a sentence 1 of the German Commercial Code (HGB) and
explanatory notes
Deutsche Börse AG makes the following disclosure in accordance with sec-
tions 289a sentence 1 and 315a sentence 1 of the German Commercial Code
(HGB) as at 31 December 2023:
The share capital of Deutsche Börse AG amounted to €190.0 million on the
above-mentioned reporting date and was composed of 190 million no-par
value registered shares. There are no other classes of shares besides these or-
dinary shares.
The share capital has been contingently increased by up to €17.8 million by
issuing up to 17.8 million no-par value registered shares (contingent capital
2019). The contingent capital increase will only be implemented to the extent
that holders of convertible bonds or of warrants attaching to bonds with war-
rants issued by the company or by a Group company in the period until 7 May
2024 on the basis of the authorisation granted to the Executive Board by reso-
lution of the Annual General Meeting of 8 May 2019 on Item 8 (b) of the
agenda exercise their conversion or option rights, that they meet their conver-
sion or option obligations, or that shares are tendered, and no other means are
used to settle such rights or obligations. More details can be found in Arti-
cle 4 (7) of the Articles of Association of Deutsche Börse AG.
The Executive Board is only aware of those restrictions on voting rights that
arise from Aktiengesetz (AktG, German Stock Corporation Act). Those shares
affected by section 136 AktG are therefore excluded from voting rights. Fur-
thermore, shares held by Deutsche Börse AG as treasury shares are exempted
from the exercise of any rights according to section 71b AktG.
Under the Wertpapierhandelsgesetz (WpHG, German Securities Trading Act),
any investor whose shareholding reaches, exceeds or falls below specified vot-
ing right thresholds as a result of purchase, sale or any other transaction is re-
quired to notify the company and Bundesanstalt für Finanzdienstleistung-
saufsicht (BaFin, German Federal Financial Supervisory Authority). The lowest
threshold for this disclosure requirement is 3 per cent. Deutsche Börse AG is
not aware of any direct or indirect equity interests in its capital exceeding
10 per cent of the voting rights.
There are no shares with special provisions granting the holder control rights.
Employees holding shares in Deutsche Börse AG exercise their rights in the
same way as other shareholders 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 AktG and with Article 6 of the Articles of Association
of Deutsche Börse AG. Amendments to the Articles of Association of Deutsche
Börse AG are adopted by resolution of the Annual General Meeting in accord-
ance with section 119 (1) No. 6 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 to the wording only. In
accordance with Article 18 (1) of the Articles of Association of Deutsche Börse
AG, resolutions of the Annual General Meeting are passed by a simple majority
of the votes cast, unless otherwise required by the Aktiengesetz. Insofar as
AktG additionally prescribes a majority of the share capital represented at the
time of a resolution, a simple majority of the share capital represented is suffi-
cient where this is legally permissible.
PDF (A4)
Deutsche Börse Group – Annual report 2023
120
Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Combined management report
Deutsche Börse:
Fundamental information about the Group
Strategy and steering parameters
Economic situation
Risk report
Report on opportunities
Report on expected developments
Report on post-balance sheet date events
Corporate governance statement
Deutsche Börse AG
(notes based on HGB)
Takeover-related disclosures
Consolidated financial statements/notes
Remuneration report
Further information
Executive Board & Supervi-
Combined management report
Consolidated financial state-
Remuneration report
Further information
sory Board
Takeover-related disclosures
ments and notes
Subject to the approval of the Supervisory Board, the Executive Board is au-
thorised to increase the share capital by up to a total of €19.0 million on one
or more occasions in the period up to 18 May 2026 by issuing new no-par
value registered shares in exchange for cash and/or non-cash contributions
(authorised capital I). Shareholders must be granted pre-emptive rights. How-
ever, subject to approval by the Supervisory Board, the Executive Board may
exclude shareholders’ pre-emptive rights with respect to fractional amounts.
However, according to the authorisation, the Executive Board may only ex-
clude shareholders’ pre-emptive rights if the total number of shares that are is-
sued during the term of authorisation and that exclude shareholders’ pre-emp-
tive rights does not exceed 10 per cent of the share capital. Full authorisation,
and particularly the conditions under which shareholders’ pre-emptive rights
can be excluded, is derived 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 €19.0 million on one or more occasions in the period up to 18 May
2025, subject to the approval of the Supervisory Board, by issuing new no-par
value registered shares against cash and/or non-cash contributions (authorised
capital II). Shareholders must be granted pre-emptive rights, which the Execu-
tive Board can exclude in certain cases, subject to the approval of the Supervi-
sory Board in each case. The Executive Board is authorised to exclude share-
holders’ pre-emptive rights: (1) in the case of cash capital increases, provided
that the issue price of the new shares is not significantly lower than the quoted
price, and the total number of shares issued under exclusion of shareholders’
pre-emptive rights does not exceed 10 per cent of the share capital; (2) in the
case of physical capital increases in exchange for non-cash contributions for
the purpose of acquiring companies, parts of companies, interests in compa-
nies or other assets; or (3) with respect to fractional amounts. However, ac-
cording to the authorisation, the Executive Board may only exclude sharehold-
ers’ pre-emptive rights if the total number of shares that are issued during the
term of authorisation and that exclude shareholders’ pre-emptive rights does
not exceed 10 per cent of the share capital. Full authorisation, and particularly
the conditions under which shareholders’ pre-emptive rights can be excluded,
is derived from Article 4 (4) of the Articles of Association of Deutsche Börse
AG.
In addition, the Executive Board is authorised to increase the share capital by
up to a total of €19.0 million on one or more occasions in the period up to 18
May 2024, subject to the approval of the Supervisory Board, by issuing new
no-par value registered shares in exchange for cash contributions (authorised
capital III). Shareholders must be granted pre-emptive rights, which the Execu-
tive Board can exclude, subject to the approval of the Supervisory Board, only
for fractional amounts. However, according to the authorisation, the Executive
Board may only exclude shareholders’ pre-emptive rights if the total number of
shares that are issued during the term of authorisation and that exclude share-
holders’ pre-emptive rights does not exceed 10 per cent of the share capital.
The exact content of this authorisation is derived from Article 4 (5) of the Arti-
cles of Association of Deutsche Börse AG.
Subject to the approval of the Supervisory Board, the Executive Board is also
authorised to increase the share capital by up to a total of €19.0 million on
one or more occasions in the period up to 17 May 2027 by issuing new no-
par value registered shares in exchange for cash and/or non-cash contributions
(authorised capital IV). Shareholders must be granted pre-emptive rights un-
less the Executive Board makes use of the authorisation granted to it to ex-
clude such rights, subject to the approval of the Supervisory Board. The Execu-
tive Board is authorised to exclude shareholders’ pre-emptive rights for frac-
tional amounts with the approval of the Supervisory Board. According to the
authorisation, the Executive Board may only exclude shareholders’ pre-emptive
rights if the total number of shares that are issued during the term of authori-
sation and that exclude shareholders’ pre-emptive rights does not exceed 10
per cent of the share capital. The full authorisation is derived from Article 4 (6)
of the Articles of Association of Deutsche Börse AG.
PDF (A4)
Deutsche Börse Group – Annual report 2023
121
Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Combined management report
Deutsche Börse:
Fundamental information about the Group
Strategy and steering parameters
Economic situation
Risk report
Report on opportunities
Report on expected developments
Report on post-balance sheet date events
Corporate governance statement
Deutsche Börse AG
(notes based on HGB)
Takeover-related disclosures
Consolidated financial statements/notes
Remuneration report
Further information
Executive Board & Supervi-
Combined management report
Consolidated financial state-
Remuneration report
Further information
sory Board
Takeover-related disclosures
ments and notes
The Executive Board is authorised to purchase treasury shares 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 at-
tributed to it in accordance with sections 71a et seq. AktG, may at no time ex-
ceed 10 per cent of the company’s share capital. The authorisation to acquire
treasury shares is valid until 7 May 2024 and may be exercised by the com-
pany in full or in part on one or more occasions. However, it may also be exer-
cised 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 of-
fers of sale addressed to the company’s shareholders; (3) by issuing tender
rights to shareholders; or (4) using derivatives (put options, call options, for-
ward purchases or a combination of put options, call options and forward pur-
chases). The full and exact wording of the authorisation to acquire treasury
shares, and particularly the permissible uses to which the shares may be put,
can be found in items 6 and 7 of the agenda for the Annual General Meeting
held on 8 May 2019.
The following material agreements of the company are subject to a change-of-
control clause following a takeover bid:
On 21 March 2023, Deutsche Börse AG and its subsidiary Clearstream
Banking S.A. entered into a facility agreement with a banking syndicate for a
working capital credit totalling up to €750.0 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 process, each lender has the right, at its own discretion, to terminate its
credit commitment and demand partial or full repayment of the amounts ow-
ing to it. A change of control occurs 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.
Under the terms of Deutsche Börse AG’s €600.0 million fixed-rate bond is-
sue 2020/2047 (hybrid bond), and the terms of Deutsche Börse AG’s
€500.0 million fixed-rated bond issue 2022/2048, Deutsche Börse AG has
a termination right in the event of a change of control (as defined in the
terms of the bond), which, if exercised, entitles Deutsche Börse AG to re-
deem the bonds at par, plus accrued interest. If Deutsche Börse AG does not
exercise this termination right, the affected bonds’ coupon will increase by an
additional 500 basis points per annum. A change of control occurs 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 Meet-
ings of Deutsche Börse AG. In addition, the relevant bond terms require that
the change of control must adversely affect the long-term rating given to
Deutsche Börse AG by Moody’s Investors Services, Inc., S&P Global Ratings
or Fitch Ratings Limited. Further details can be found in the applicable bond
terms.
According to the terms of Deutsche Börse AG’s €500.0 million fixed-rate
bond issue 2015/2025, the terms of Deutsche Börse AG’s €600.0 million
fixed-rate bond issue 2018/2028, the terms of Deutsche Börse AG’s €500.0
million fixed-rate bond issue 2021/2026, the terms of Deutsche Börse AG’s
€500.0 million fixed-rate bond issue 2021/2031, the terms of Deutsche
Börse AG’s €600.0 million fixed-rate bond issue 2022/2032, the terms of
Deutsche Börse AG’s €1,000.0 million fixed-rate bond issue 2023/2026,
the terms of Deutsche Börse AG’s €750.0 million fixed-rate bond issue
2023/2029 and the terms of Deutsche Börse AG’s €1,250.0 million fixed-
rate bond issue 2023/2033, the holders of the respective bonds have a ter-
mination right in the event of a change of control (as defined in the terms of
the bond). If these termination rights are exercised, the bonds are repayable
at par plus any accrued interest. A change of control occurs if a person 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
PDF (A4)
Deutsche Börse Group – Annual report 2023
122
Deutsche Börse Group – Annual report 2023
Executive Board & Supervi-
Combined management report
Consolidated financial state-
Remuneration report
Further information
sory Board
Takeover-related disclosures
ments and notes
50 per cent of the voting rights at Annual General Meetings of Deutsche
Börse AG. In addition, the respective bond terms require that the change of
control must adversely affect the rating given to one of the preferential unse-
cured debt instruments of Deutsche Börse AG by Moody’s Investors Services,
Inc., S&P Global Ratings or Fitch Ratings Limited. Further details can be
found in the applicable bond terms.
Executive and Supervisory Board
Combined management report
Deutsche Börse:
Fundamental information about the Group
Strategy and steering parameters
Economic situation
Risk report
Report on opportunities
Report on expected developments
Report on post-balance sheet date events
Corporate governance statement
Deutsche Börse AG
(notes based on HGB)
Takeover-related disclosures
Consolidated financial statements/notes
Remuneration report
Further information
PDF (A4)
Deutsche Börse Group – Annual report 2023
123
Deutsche Börse Group – Annual report 2023
Consolidated financial
statements /notes
125 Consolidated income statement
126 Consolidated statement of
comprehensive income
127 Consolidated balance sheet
129 Consolidated cash flow statement
131 Consolidated statement
of changes in equity
133 Notes to the consolidated financial
statements
141 Notes on the consolidated income
statement
154 Notes on the consolidated
statement of financial position
208 Other disclosures
238 Responsibility statement by the
Executive Board
239
Independent Auditor’s Report
Executive and Supervisory Board
Combined management report
Consolidated financial statements/notes
Consolidated income statement
Consolidated statement of
comprehensive income
Consolidated balance sheet
Consolidated cash flow statement
Consolidated statement of changes in equity
Notes to the consolidated financial statements
Notes on the consolidated income statement
Notes on the consolidated statement of
financial position
Other disclosures
Responsibility statement by
the Executive Board
Independent Auditor’s Report
Remuneration report
Further information
Consolidated income statement
for the period 1 January to 31 December 2023
in €m
Note
2023
20221
in €m
Sales revenue
Treasury result from banking and similar
business
Other operating income
Total revenue
Volume-related costs
Net revenue (total revenue less volume-re-
lated costs)
Staff costs
Other operating expenses
Operating costs
4
4
4
5,133.2
4,692.3
Earnings before interest and tax (EBIT)
961.5
39.8
6,134.5
532.2
108.7
5,333.2
Financial income
Financial expense
Earnings before tax (EBT)
4
– 1,057.9
– 995.6
Income tax expense
5,076.6
4,337.6
5
6
– 1,422.5
– 695.8
– 2,118.3
– 1,212.7
– 609.5
– 1,822.2
Net profit for the period
Net profit for the period attributable to
Deutsche Börse AG shareholders
Net profit for the period attributable to
non-controlling interests
Result from financial investments
8
– 14.0
10.2
Result of the equity method measure-
ment of associates
Other result
Earnings before interest, tax, depreciation
and amortisation (EBITDA)
1.8
– 15.8
6.8
3.4
2,944.3
2,525.6
Depreciation, amortisation and impairment
losses
Earnings before interest and tax (EBIT)
10, 11
– 418.4
2,525.8
– 355.6
2,170.0
Earnings per share (basic) (€)
Earnings per share (diluted) (€)
1) Previous year adjusted, see note 3.
Note
2023
20221
2,525.8
2,170.0
8
8
46.6
– 120.6
32.8
– 96.4
2,451.8
2,106.5
9
– 654.9
1,796.8
– 543.3
1,563.2
1,724.0
1,494.4
72.8
68.8
22
22
9.35
9.34
8.14
8.12
PDF (A4)
Gruppe Deutsche Börse – Annual Report 2023
125
Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Combined management report
Consolidated financial statements/notes
Consolidated income statement
Consolidated statement of
comprehensive income
Consolidated balance sheet
Consolidated cash flow statement
Consolidated statement of changes in equity
Notes to the consolidated financial statements
Notes on the consolidated income statement
Notes on the consolidated statement of
financial position
Other disclosures
Responsibility statement by
the Executive Board
Independent Auditor’s Report
Remuneration report
Further information
Consolidated statement of comprehensive income
for the period 1 January to 31 December 2023
in €m
Net profit for the period reported in consolidated income statement
Items that will not be reclassified to profit or loss:
Changes from defined benefit obligations
Equity investments measured at fair value through OCI
Other
Deferred taxes
Items that may be reclassified subsequently to profit or loss:
Exchange rate differences
Other comprehensive income from investments using the equity method
Remeasurement of cash flow hedges
Deferred taxes
Other comprehensive income after tax
Total comprehensive income
thereof Deutsche Börse AG shareholders
thereof non-controlling interests
Note
2023
2022
1,796.8
1,563.2
– 28.7
25.5
0
7.8
4.6
16
16
– 53.0
16
– 0.1
26.8
– 7.3
– 33.5
– 28.9
132.3
– 37.5
0.8
– 36.9
58.7
226.7
– 0.3
53.7
– 30.1
250.0
308.7
1,767.9
1,700.7
67.3
1,871.9
1,784.6
87.3
PDF (A4)
Gruppe Deutsche Börse – Annual Report 2023
126
Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Combined management report
Consolidated balance sheet
Consolidated financial statements/notes
as at 31 December 2023
Consolidated income statement
Consolidated statement of
comprehensive income
Consolidated balance sheet
Consolidated cash flow statement
Consolidated statement of changes in equity
Notes to the consolidated financial statements
Notes on the consolidated income statement
Notes on the consolidated statement of
financial position
Other disclosures
Responsibility statement by
the Executive Board
Independent Auditor’s Report
Remuneration report
Further information
Assets
in €m
NON-CURRENT ASSETS
Intangible assets
Software
Goodwill
Payments on account and assets under
development
Other intangible assets
Property, plant and equipment
Land and buildings
Fixtures and fittings
Computer hardware, operating and office
equipment
Payments on account and construction in
progress
Financial assets
Financial assets measured at FVOCI
Strategic investments
Assets
Note 31 Dec 2023 31 Dec 20221
in €m
Note 31 Dec 2023 31 Dec 20221
23,416.7
20,758.4
CURRENT ASSETS
214,310.2
248,145.2
10
12,478.6
8,610.0
Financial assets measured at amortised cost
12
11
1,111.7
8,213.3
595.2
Trade receivables
5,913.7
Other financial assets at amortised cost
118.3
158.5
3,035.3
1,942.6
605.6
426.2
49.3
631.2
437.0
45.3
116.3
132.7
13.8
16.2
Restricted bank balances
Other cash and bank balances
Financial assets at FVPL
Financial instruments held by central
counterparties
Other financial assets at FVPL
Income tax assets
Other current assets
Total assets
12
9,870.4
11,322.8
1) Previous year adjusted, see note 3.
222.7
182.8
1,832.2
2,289.2
18,046.2
18,670.8
53,669.4
93,538.3
1,655.1
1,275.6
137,904.9
129,932.8
31.9
105.2
15.8
79.3
12
9
13, 14
1,065.4
2,343.3
237,726.9
268,903.5
Financial assets measured at amortised cost
12
1,801.9
1,894.7
Financial assets at FVPL
Financial instruments held by central
counterparties
Other financial assets at FVPL
Investment in associates
Other non-current assets
Deferred tax assets
7,667.6
9,078.4
178.2
114.5
274.2
73.3
166.8
111.5
21.1
61.8
13
9
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127
Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Combined management report
Consolidated financial statements/notes
Consolidated income statement
Consolidated statement of
comprehensive income
Consolidated balance sheet
Consolidated cash flow statement
Consolidated statement of changes in equity
Notes to the consolidated financial statements
Notes on the consolidated income statement
Notes on the consolidated statement of
financial position
Other disclosures
Responsibility statement by
the Executive Board
Independent Auditor’s Report
Remuneration report
Further information
Equity and liabilities
in €m
EQUITY
Subscribed capital
Share premium
Treasury shares
Revaluation surplus
Retained earnings
Shareholders’ equity
Non-controlling interests
Total equity
NON-CURRENT LIABILITIES
Provisions for pensions and other employee
benefits
Other non-current provisions
Financial liabilities measured at amortised
cost
Financial liabilities at FVPL
Financial instruments held by central
counterparties
Other financial liabilities at FVPL
Other non-current liabilities
Deferred tax liabilities
Note 31 Dec 2023 31 Dec 20221
in €m
Equity and liabilities
31 Dec 2023
Note
31 Dec 2023
31 Dec 20221
15
190.0
1,501.6
– 351.0
428.9
7,892.0
9,661.5
438.7
190.0
1,370.8
– 449.6
416.6
6,944.0
8,471.8
589.1
CURRENT LIABILITIES
Income tax liabilities
Current employee liabilities
Other current provisions
Financial liabilities at amortised cost
Trade payables
Other financial liabilities at amortised cost
Cash deposits by market participants
17, 18
19
12
10,100.2
9,060.9
Financial liabilities at FVPL
12
211,420.0
245,658.8
439.2
341.3
123.8
335.4
262.9
164.3
1,514.2
2,039.8
17,177.6
17,482.8
53,401.3
93,283.1
137,341.9
129,568.8
16.0
119.3
16,206.7
14,183.8
17, 18
18, 19
151.5
47.7
119.8
14.9
Financial instruments held by central
counterparties
Other financial liabilities at FVPL
Other current liabilities
13, 20
1,064.8
2,402.3
12
12
13
9
7,484.0
4,535.0
Total liabilities
227,626.7
259,842.6
7,667.6
9,078.4
51.1
15.6
789.2
32.9
14.6
388.2
Total equity and liabilities
237,726.9
268,903.5
1) Previous year adjusted, see note 3.
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128
Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Combined management report
Consolidated financial statements/notes
Consolidated income statement
Consolidated statement of
comprehensive income
Consolidated balance sheet
Consolidated cash flow statement
Consolidated statement of changes in equity
Notes to the consolidated financial statements
Notes on the consolidated income statement
Notes on the consolidated statement of
financial position
Other disclosures
Responsibility statement by
the Executive Board
Independent Auditor’s Report
Remuneration report
Further information
Consolidated cash flow statement
for the period 1 January to 31 December 2023
Note
2023
2022
in €m
Note
2023
2022
in €m
Net profit for the period
1,796.8
1,563.2
Payments to acquire intangible assets
Depreciation, amortisation and impairment losses
10,11
418.4
355.6
Payments to acquire property, plant and equipment
Increase/(Decrease) in non-current provisions
Deferred tax expense/(income)
Cash flows from derivatives
Other non-cash expense/(income)
Changes in working capital, net of non-cash items:
Decrease/(Increase) in receivables and other
assets
(Decrease)/Increase in current liabilities
Increase/(Decrease) in non-current liabilities
Net (gain)/loss 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
9
7.8
13.0
24.5
108.0
113.7
– 9.9
64.6
67.1
104.8
54.0
484.7
– 1,417.5
– 452.8
1,472.9
81.9
0.1
– 1.4
– 57.9
2,482.4
2,141.6
2,160.2
– 2,093.6
432.6
– 90.5
Payments to acquire non-current financial
instruments
Payments to acquire investments in associates
Payments to acquire subsidiaries, net of cash
acquired
Effects of the disposal of (shares in) subsidiaries, net
of cash disposed
Net decrease in current receivables and securities
from banking business with an original term greater
than three months
Net increase/(decrease) in current liabilities from
banking business with an original term greater than
three months
Proceeds from disposals of non-current financial
instruments
Proceeds from disposals of intangible assets
– 218.4
– 49.5
– 318.1
– 1.4
– 215.6
– 109.6
– 850.9
– 13.5
– 3,842.2
– 185.5
0
27.1
287.2
240.4
86.1
– 343.6
59.1
0.1
44.6
0.1
Cash flows from operating activities
21
2,549.0
2,483.6
Cash flows from investing activities
21
– 3,997.2
– 1,406.5
PDF (A4)
Deutsche Börse Group – Annual report 2023
129
Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Combined management report
Consolidated financial statements/notes
Consolidated income statement
Consolidated statement of
comprehensive income
Consolidated balance sheet
Consolidated cash flow statement
Consolidated statement of changes in equity
Notes to the consolidated financial statements
Notes on the consolidated income statement
Notes on the consolidated statement of
financial position
Other disclosures
Responsibility statement by
the Executive Board
Independent Auditor’s Report
Remuneration report
Further information
in €m
Note
2023
2022
in €m
Note
2023
20221
Proceeds from sale of treasury shares
Proceeds from non-controlling interests
Payments (dividends) to non-controlling
interests
Net effects from transactions with equity
holders (without loss of control over the
subsidiary)
Proceeds of long-term financing
Repayment of long-term financing
Repayment of short-term financing
Proceeds from short-term financing
Payments of lease liabilities in accordance
with IFRS 16
Dividends paid
Cash flows from financing activities
0
7.4
11.9
0
Net change in cash and cash equivalents
(brought forward)
845.2
126.0
– 19.9
– 37.8
Effect of exchange rate differences
– 1.7
– 37.8
120.7
0
2,968.8
1,079.3
– 42.0
0
– 126.5
– 2,397.0
129.9
1,056.0
16
21
– 83.6
– 661.5
2,293.4
– 75.9
– 587.6
– 951.1
Cash and cash equivalents at beginning of
period
2,111.6
Cash and cash equivalents at end of period
21
2,955.2
Interest-similar income received
Dividends received
Interest paid
Income tax paid
1) Previous year adjusted, see note 3.
2,634.2
9.9
– 1,800.5
– 576.5
2,023.4
2,111.6
1,197.6
24.2
– 660.5
– 365.4
Net change in cash and cash equivalents
845.2
126.0
PDF (A4)
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130
Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Combined management report
Consolidated financial statements/notes
Consolidated income statement
Consolidated statement of
comprehensive income
Consolidated balance sheet
Consolidated cash flow statement
Consolidated statement of changes in equity
Notes to the consolidated financial statements
Notes on the consolidated income statement
Notes on the consolidated statement of
financial position
Other disclosures
Responsibility statement by
the Executive Board
Independent Auditor’s Report
Remuneration report
Further information
Consolidated statement of changes in equity
for the period 1 January to 31 December 2022
in €m
Subscribed
capital
Share
premium
Treasury
shares
Revaluation
surplus
Retained
earnings
Shareholders'
equity
Non-controlling
interests
Total
equity
Attributable to owners of Deutsche Börse AG
Balance as at 31 December 2021
Retrospective adjustment1
Balance as at 1 January 2022
Net profit for the period
Other comprehensive income after tax
Total comprehensive income
Other adjustments
Sale of treasury shares
Sales under the Group Share Plan
Increase in share-based payments
Changes due to capital increases/decreases
Changes from business combinations
Dividends paid
Transactions with shareholders
Balance as at 31 December 2022
1) Previous year adjusted, see Note 3.
190.0
1,359.6
– 458.2
–
–
–
190.0
1,359.6
– 458.2
– 61.7
281.9
220.2
6,178.3
– 281.9
5,896.4
7,208.0
534.3
7,742.3
–
–
7,208.0
534.3
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
0.5
10.7
–
–
–
–
–
–
–
–
0.4
8.2
–
–
–
–
–
1,494.4
1,494.4
193.7
193.7
96.5
290.2
1,590.9
1,784.6
–
–
–
2.7
–
–
–
– 1.9
–
–
–
48.3
– 2.2
– 587.6
– 543.3
– 1.9
0.8
19.0
2.7
48.3
– 2.2
– 587.6
– 520.8
11.2
8.6
2.7
190.0
1,370.8
– 449.6
416.6
6,944.0
8,471.8
68.8
18.5
87.3
0.1
–
–
–
28.2
– 24.2
– 36.6
– 32.5
589.1
–
7,742.3
1,563.2
308.7
1,871.9
– 1.8
0.8
19.0
2.7
76.5
– 26.4
– 624.2
– 553.3
9,060.9
131
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Deutsche Börse Group – Annual report 2023
Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Combined management report
Consolidated financial statements/notes
Consolidated income statement
Consolidated statement of
comprehensive income
Consolidated balance sheet
Consolidated cash flow statement
Consolidated statement of changes in equity
Notes to the consolidated financial statements
Notes on the consolidated income statement
Notes on the consolidated statement of
financial position
Other disclosures
Responsibility statement by
the Executive Board
Independent Auditor’s Report
Remuneration report
Further information
Consolidated statement of changes in equity
for the period 1 January to 31 December 2023
Attributable to owners of Deutsche Börse AG
in €m
Subscribed
capital
Share
premium
Treasury
shares
Revaluation
surplus
Retained
earnings
Shareholders'
equity
Non-controlling
interests
Total
equity
Balance as at 1 January 2023
Profit for the period
Other comprehensive income
Total comprehensive income
Other adjustments
Sales under the Group Share Plan
Increase in share-based payments
Transactions with non-controlling interests
Dividends paid
Transactions with shareholders
Balance as at 31 December 2023
190.0
1,370.8
– 449.6
416.6
6,944.0
8,471.8
589.1
–
–
–
–
–
–
–
–
–
–
–
–
–
11.9
–
118.8
–
130.8
–
–
–
–
9.3
–
89.2
–
98.6
–
1,724.0
1,724.0
– 1.7
– 1.7
– 0.3
–
14.4
–
–
14.1
– 21.6
– 23.3
1,702.4
1,700.7
1.2
–
– 25.3
– 68.8
– 661.5
– 754.4
0.9
21.3
– 10.9
139.2
– 661.5
– 511.0
72.8
– 5.6
67.3
0.2
–
0.8
– 198.8
– 19.9
– 217.6
9,060.9
1,796.8
– 28.9
1,767.9
1.1
21.3
– 10.1
– 59.6
– 681.3
– 728.6
190.0
1,501.6
– 351.0
428.9
7,892.0
9,661.5
438.7
10,100.2
PDF (A4)
Deutsche Börse Group – Annual report 2023
132
Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Combined management report
Consolidated financial statements/notes
Consolidated income statement
Consolidated statement of
comprehensive income
Consolidated balance sheet
Consolidated cash flow statement
Consolidated statement of changes in equity
Notes to the consolidated financial statements
Notes on the consolidated income statement
Notes on the consolidated statement of
financial position
Other disclosures
Responsibility statement by
the Executive Board
Independent Auditor’s Report
Remuneration report
Further information
Notes to the consolidated financial
statements
Basis of preparation
01 General principles
Company information
Deutsche Börse AG is the parent company of Deutsche Börse Group. Deutsche
Börse AG (the “company”) has its registered office in Frankfurt/Main, Ger-
many, and is registered in the commercial register B of the Frankfurt/Main Lo-
cal Court (Amtsgericht Frankfurt am Main) under HRB 32232. Deutsche Börse
AG and its subsidiaries provide their clients with a broad range of products
and services along the value chain of financial market transactions. Their offer-
ing ranges from portfolio management software, analytics solutions, the ESG
business and index development, via services for trading, clearing and settling
orders through to custody services for securities and funds, and liquidity and
collateral management services. We also develop and operate the IT systems
and platforms that support all these processes. In addition to securities, our
platforms are also used to trade derivatives, commodities, foreign exchange
and digital assets. Moreover, Deutsche Börse AG has a stock exchange licence
and certain subsidiaries of Deutsche Börse AG have a banking licence and of-
fer banking services to customers. Eurex Clearing AG is a central counterparty,
a bank and its role is to mitigate performance risks for buyers and sellers. For
further details on internal organisation and reporting see the section “Funda-
mental information about the Group” in the combined management report.
Basis of reporting
The 2023 consolidated financial statements have been prepared in compli-
ance with the International Financial Reporting Standards (IFRS) issued by the
International Accounting Standards Board (IASB) and the related interpreta-
tions issued by the International Financial Reporting Interpretations Committee
(IFRIC), as adopted by the European Union in accordance with Regulation
No. 1606/2002 of the European Parliament and of the Council on the appli-
cation of international accounting standards.
The disclosures required in accordance with Handelsgesetzbuch (HGB, Ger-
man Commercial Code) section 315e (1) have been presented in the notes to
the consolidated financial statements.
The consolidated income statement is structured using the nature of expense
method.
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, actual
amounts may differ from unrounded or disclosed figures.
Information about capital management, which is also part of these consoli-
dated financial statements, is included in the chapter Regulatory capital re-
quirements and regulatory capital ratios in the Risk report section in the com-
bined management report.
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Deutsche Börse Group – Annual report 2023
The consolidated financial statements have been prepared on a going concern
basis.
Standard/Amendment/Interpretation
Application
date
Effects
All accounting policies, estimates, measurement uncertainties, and discretion-
ary judgements referring to specific subject matter are described in the corre-
sponding note. Such disclosures are focused on applicable accounting options
under IFRS. Deutsche Börse Group does not present the underlying published
IFRS guidelines, unless this is considered crucial to enhance transparency.
The annual financial statements of subsidiaries included in the consolidated fi-
nancial statements have been prepared on the basis of the Group-wide ac-
counting policies based on IFRS that are described in the following. They were
applied consistently to the periods shown.
Assets and liabilities and items in the consolidated statement of comprehen-
sive income and any mandatory disclosures are listed separately if they are
material. We define as material a proportion of around 10 per cent of the rele-
vant total.
New accounting standards – implemented in the year under review
All the mandatory standards and applications endorsed by the European Com-
mission were applied by us in the reporting year 2023. They were not applied
earlier than required.
IAS 1
IAS 8
Amendments to IAS 1 and IFRS Prac-
1 Jan 2023
See notes
tice Statement 2 on materiality
Clarification on how to better distin-
guish changes in accounting policy
from changes in accounting estimate
1 Jan 2023
none
IAS 12
Amendments with respect to deferred
1 Jan 2023
See notes
tax relating to assets and liabilities aris-
ing from a single transaction
IAS 12
Amendments to the international tax re-
1 Jan 2023
See notes
form – Pillar II model rules
IFRS 17
Insurance contracts
IFRS 17, IFRS 9
Initial application of IFRS 17 and
IFRS 9 – Comparative information
1 Jan 2023
See notes
1 Jan 2023
none
The amendment to IAS 1 and IFRS Guidance document 2 on materiality
The amendment to IAS 1 supplements guidelines for determining disclosures
on accounting methods in an entity’s financial statements and explains , how
an entity can identify material accounting policies. These amendments have
no material effect on the Group’s financial performance or financial position.
The Amendments to Deferred Tax related to Assets and Liabilities arising
from a Single Transaction
The amendment to IAS 12 (Income Taxes) relates to the recognition of de-
ferred taxes in connection with transactions that give rise to equal amounts of
taxable and deductible temporary differences on first-time recognition. The
amendment makes it clear that the non-recognition of deferred taxes when an
asset or liability is recognised for the first time outside a business combination
does not apply to these transactions. These amendments, which typically ap-
ply to leases from the lessor perspective and to restoration obligations, do not
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Executive and Supervisory Board Combined management reportConsolidated financial statements/notesConsolidated income statementConsolidated statement of comprehensive incomeConsolidated balance sheetConsolidated cash flow statementConsolidated statement of changes in equityNotes to the consolidated financial statements Notes on the consolidated income statementNotes on the consolidated statement of financial positionOther disclosuresResponsibility statement by the Executive BoardIndependent Auditor’s ReportRemuneration reportFurther informationDeutsche Börse Group – Annual report 2023
have any material impact on the Group’s financial performance or financial po-
sition.
IAS 12 Pillar II Model Rules
In October 2021, more than 135 countries agreed to introduce a global mini-
mum tax rate for multinational groups with consolidated annual sales of at
least €750 million as part of the OECD/G20 Inclusive Framework on Base Ero-
sion and Profit Shifting (BEPS). The reform project known as Pillar II Model
Rules pursues the goal of ensuring effective minimum taxation of profits of af-
fected multinational corporations at 15 per cent per jurisdiction. The aim is to
limit international tax competition and ensure fair and appropriate taxation.
The Pillar II Model Rules were published by the OECD in December 2021 and
on 12 December 2022 the EU member states agreed on a directive for the ef-
fective minimum taxation of multinational corporations that has to be trans-
posed into national law by 31 December 2023. The German parliament
passed the Minimum Taxation Directive - Transposition Act on 10 December
2023 with effect for financial years starting on or after 01 January 2024; cor-
responding rules also apply in the great majority of jurisdictions outside the EU
that are relevant for us.
Since our subsidiaries and permanent establishments are predominantly domi-
ciled in jurisdictions whose nominal tax rate is above the minimum tax rate of
15 per cent, we do not expect any material tax impact for 2024, the first year
of application.
The amendments to IAS 12 provide for a temporary exemption from the obliga-
tion to recognise deferred taxes in connection with the introduction of the
global minimum tax rate.
IFRS 17 “Insurance Contracts”
The new accounting standard IFRS 17 (Insurance Contracts) was published in
May 2017 and replaces the IFRS 4 standard. Generally speaking, the new
standard is not only relevant to insurance companies, but to all entities that is-
sue insurance contracts within the scope of the standard. It is not relevant for
accounting by the insured party, however. IFRS 17 aims for the consistent,
rules-based accounting treatment of insurance contracts and provides for in-
surance liabilities to be measured at their current settlement value. Further-
more, the objective is to form a uniform basis regarding the recognition, meas-
urement and presentation of insurance contracts, including the notes. The
standard is applicable in the EU for financial years beginning on or after
1 January 2023 The standard was endorsed by the EU on 23 November
2021. The revised version of IFRS 17 has no impact on the Group’s financial
performance or financial position.
New accounting standards – not yet implemented
The IASB issued the following new or amended standards and interpretations,
which were not applied in the consolidated financial statements, because en-
dorsement by the EU was still pending or the application was not mandatory.
The new or amended standards and interpretations must be applied for finan-
cial years beginning on or after the respective effective date. Even though early
application may be permitted for some standards, Deutsche Börse Group does
not usually use any early application options.
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Executive and Supervisory Board Combined management reportConsolidated financial statements/notesConsolidated income statementConsolidated statement of comprehensive incomeConsolidated balance sheetConsolidated cash flow statementConsolidated statement of changes in equityNotes to the consolidated financial statements Notes on the consolidated income statementNotes on the consolidated statement of financial positionOther disclosuresResponsibility statement by the Executive BoardIndependent Auditor’s ReportRemuneration reportFurther informationDeutsche Börse Group – Annual report 2023
Standard/Amendment/Interpretation
IAS 1
Amendments in classification of liabilities
as current or non-current and amend-
ments in the classification of liabilities
with covenants
IAS 7 and IFRS 7
Amendment to supplier finance arrange-
ments disclosure
IAS 21
IFRS 16
Amendments affecting guideline IAS 21:
lack of exchangeability
Amendments in the accounting for lease
liabilities in sale and leaseback transac-
tions on seller/lessee
Application
date
Effects
1 Jan 2024
See notes
1 Jan 2024
1 Jan 2025
none
none
1 Jan 2024
See notes
Amendments to IFRS 16 concerning accounting by the seller-lessee for lia-
bilities under sale and leaseback transactions.
The amendments relate to the measurement of lease liabilities under sale and
leaseback transactions and require a seller-lessee to subsequently measure
lease liabilities arising from a leaseback in such a way that it does not recog-
nise any amount of the gain or loss that relates to the right of use it retains.
The new examples explain various different procedures, particularly for varia-
ble lease payments. The amendments are applicable to financial years begin-
ning on or after 1 January 2024. The IASB permits the amendments to be ap-
plied earlier, subject to an EU endorsement. These amendments are not ex-
pected to have an impact on the Group’s financial performance or financial po-
sition.
The amendment to IAS 1 Amendments to the Classification of Liabilities as
Current or Non-current and Amendments to the Classification of Liabilities
with Covenants
The amendments relate to the classification of liabilities with covenants. The
IASB clarified that covenants that have to be met before or on the reporting
date may have an effect on classification as current or non-current. Covenants
that only have to be met after the reporting date do not affect the classification,
however. Rather than being considered as part of the classification, any such
covenants should be disclosed in the notes. This is intended to enable users of
financial statements to judge whether non-current liabilities could become due
within twelve months. These amendments have no material effect on the
Group’s financial performance or financial position.
02 Consolidation principles
Intra-Group assets and liabilities are eliminated. Income arising from intra-
Group transactions is netted against the corresponding expenses. Intercom-
pany 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 consolidation adjustments are recognised where these are expected to
reverse in subsequent years.
Interests in equity attributable to non-controlling shareholders are presented
under “non-controlling interests” within equity. Where these are classified as
“puttable instruments”, they are reported under “liabilities” at cost.
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Executive and Supervisory Board Combined management reportConsolidated financial statements/notesConsolidated income statementConsolidated statement of comprehensive incomeConsolidated balance sheetConsolidated cash flow statementConsolidated statement of changes in equityNotes to the consolidated financial statements Notes on the consolidated income statementNotes on the consolidated statement of financial positionOther disclosuresResponsibility statement by the Executive BoardIndependent Auditor’s ReportRemuneration reportFurther informationDeutsche Börse Group – Annual report 2023
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. Monetary balance sheet items in foreign
currencies are measured at the exchange rate on the reporting date. Non-mon-
etary balance sheet items recognised at historical cost are measured at the ex-
change rate on the transaction date. By contrast, non-monetary balance sheet
items measured at fair value are translated at the exchange rate prevailing at
the valuation date. Exchange rate differences for monetary balance sheet items
are recognised either as other operating income or expenses, or as the result of
banking and similar business or as result from financial investments in the pe-
riod in which they arise, unless the underlying transactions are hedged. In the
case of equity instruments designated at FVOCI, the exchange rate differences
are recognised in other comprehensive income.
Balance sheet items of entities whose functional currency is not the euro are
translated into the reporting currency as follows: assets and liabilities are
translated into euros at the spot rate and equity items at historical rates. The
positions in the consolidated income statement are converted at average ex-
change rates for the reporting period. Resulting exchange differences are rec-
ognised directly in “revaluation surplus”. Resulting exchange differences are
recognised without effect on profit or loss in the revaluation reserve. When the
relevant subsidiary is sold, these exchange rate differences are recognised in
the net profit for the period in which the deconsolidation gain or loss is real-
ised.
The following euro exchange rates of consequence to Deutsche Börse Group
were applied:
Exchange rates
Average rate
2023
Average rate
2022
Closing price
as
at 31 Dec
2023
Closing price
as
at 31 Dec
2022
Swiss francs
CHF (Fr.)
0.9736
1.0030
US dollars
USD
(US$)
1.0810
1.0524
0.9306
1.1065
0.9864
1.0671
Czech koruna
CZK (Kč)
24.0165
24.5458
24.6996
24.1469
Singapore dollar
SGD (S$)
1.4506
1.4491
British pound
GBP (£)
0.8712
0.8547
Danish kroner
DKK (dKr.)
7.4493
7.4398
1.4594
0.8683
7.4542
1.4309
0.8850
7.4364
Any goodwill arising on the acquisition of a foreign operation and any fair
value adjustments to the carrying amounts of assets and liabilities arising from
initial consolidation are reported in the functional currency of the foreign oper-
ation and translated at the closing rate.
Net investments in a foreign operation
Translation differences from a monetary item that is part of a net investment of
Deutsche Börse Group in a foreign operation are initially recognised in the re-
valuation reserve and are reclassified from equity to the consolidated income
statement when the net investment is sold.
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Executive and Supervisory Board Combined management reportConsolidated financial statements/notesConsolidated income statementConsolidated statement of comprehensive incomeConsolidated balance sheetConsolidated cash flow statementConsolidated statement of changes in equityNotes to the consolidated financial statements Notes on the consolidated income statementNotes on the consolidated statement of financial positionOther disclosuresResponsibility statement by the Executive BoardIndependent Auditor’s ReportRemuneration reportFurther informationDeutsche Börse Group – Annual report 2023
Subsidiaries and business combinations
Deutsche Börse AG and all subsidiaries directly or indirectly controlled by
Deutsche Börse AG are included in the consolidated financial statements.
Deutsche Börse AG controls a company if it is exposed to variable returns re-
sulting 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 com-
pany.
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 acquisition date fair values. 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 subse-
quent periods at cost less accumulated impairment losses. Non-controlling in-
terests are measured at the acquisition date by the corresponding proportion of
the identifiable net assets of the acquired entity.
Deutsche Börse AG’s equity interests in subsidiaries and associates included in
the consolidated financial statements as at 31 December 2023 are presented
in the list of shareholdings in note 34.
Material acquisitions
Acquisition of SimCorp A/S, Copenhagen, Denmark (SimCorp)
On 22 September 2023 Deutsche Börse announced the final result of the pub-
lic takeover offer for SimCorp A/S , Copenhagen, Denmark (SimCorp). Includ-
ing the shares bought directly on the market, Deutsche Börse held more than
90 per cent of all SimCorp shares (not including treasury shares held by
SimCorp).
After the successful completion of the public takeover on Friday, 29 September
2023, Deutsche Börse AG exercised its right to acquire all the SimCorp shares
from the remaining minority shareholders (Squeeze-out). Since 31 October
2023 Deutsche Börse AG holds 100 per cent of the outstanding shares in
SimCorp.
SimCorp and its subsidiaries have been fully consolidated in Deutsche Börse
Group since 29 September 2023. The SimCorp business was allocated to the
new Investment Management Solutions segment from the fourth quarter of
2023 onwards, where the activities of the previous Data & Analytics segment
are also reported.
Initial consolidation of SimCorp in the consolidated financial statements took
place using the purchase method. Significant revenue and cost synergies are
expected from the transaction, which are reflected in the goodwill resulting
from the transaction.
The identifiable assets and liabilities of SimCorp are recognised at fair value on
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 impair-
ment losses.
The purchase price allocation was based on a preliminary basis, as it was not
yet possible to make a final determination, particularly with regards to taxes
and intangible assets.
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Executive and Supervisory Board Combined management reportConsolidated financial statements/notesConsolidated income statementConsolidated statement of comprehensive incomeConsolidated balance sheetConsolidated cash flow statementConsolidated statement of changes in equityNotes to the consolidated financial statements Notes on the consolidated income statementNotes on the consolidated statement of financial positionOther disclosuresResponsibility statement by the Executive BoardIndependent Auditor’s ReportRemuneration reportFurther informationDeutsche Börse Group – Annual report 2023
Goodwill resulting from the business combination with SimCorp A/S, Copenhagen, Denmark
(SimCorp)
in €m
Consideration transferred
Purchase price in cash
Financial liability1
Total consideration
Acquired assets and liabilities
Customer relationships
Trade names
Software
Property, plant and equipment
Non-current contract assets
Other non-current assets
Deferred tax assets
Current contract assets
Other current assets
Trade receivables
Acquired bank balances
Deferred tax liabilities
Miscellaneous non-current liabilities
Contract liabilities
Miscellaneous current liabilities
Total assets and liabilities acquired
Goodwill (not tax-deductible)
Preliminary goodwill calculation
29 Sep 2023
3,747.6
139.7
3,887.3
848.7
359.3
423.1
37.1
185.3
18.8
4.0
86.1
17.1
79.0
54.8
– 390.2
– 49.6
– 39.8
– 82.0
1,551.7
2,335.6
1) At the acquisition date of 29 September 2023, there was still a financial liability for the planned squeeze-
out, which was completed on the balance sheet date of 31 December 2023.
The full consolidation of SimCorp resulted in an increase in net revenues of
€198.0 million as well as in an increase in profit after tax of €12.3 million.
If the company had been consolidated as at 1 January 2023, this would have
resulted in an increase in net revenues of €544.1 million as well as in an de-
crease of profit after tax of €– 69.3 million, including the financing costs.
03 Adjustments
As at 31 December 2023 Deutsche Börse Group made various changes in
presentation and reclassifications in the consolidated statement of financial po-
sition and the consolidated statement of changes in equity. The published fig-
ures as at 31 December 2022 have been adjusted accordingly. These are
purely changes in presentation, which had no effect on net income for the pe-
riod or total comprehensive income.
Adjustments relating to the SAP S/4 HANA transformation
We adjusted the structure of the consolidated statement of financial position
when the new Group account structure was drawn up in the course of our SAP
S/4 HANA transformation, because it is more transparent and logical to pre-
sent all benefits to employees in separate balance sheet items, in order to em-
phasise the importance of these obligations. We also brought the presentation
within Group equity into line with the current market standard, in order to
make the financial information more comparable. The presentation of certain
liabilities from clearing transactions was also sharpened.
Equity
The currency translation reserve previously reported as part of retained earn-
ings will henceforth be reported as part of the revaluation surplus. This re-
sulted in a reclassification to equity of €–145.5 million as at 1 January
2022 and of €–352.1 million as at 31 December 2022.
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Executive and Supervisory Board Combined management reportConsolidated financial statements/notesConsolidated income statementConsolidated statement of comprehensive incomeConsolidated balance sheetConsolidated cash flow statementConsolidated statement of changes in equityNotes to the consolidated financial statements Notes on the consolidated income statementNotes on the consolidated statement of financial positionOther disclosuresResponsibility statement by the Executive BoardIndependent Auditor’s ReportRemuneration reportFurther informationDeutsche Börse Group – Annual report 2023
The cumulative changes from the revaluation of defined benefit obligations
are now reported as part of retained earnings and were previously part of the
revaluation surplus. This resulted in a reclassification to equity of €–133.2
million as at 1 January 2022 and of €–36.3 million as at 31 December
2022.
current liabilities for holiday entitlements, flexitime and overtime credits to the
new item “Current employee benefits”. €186.9 million as at 1 January 2022
and €224.9 million as at 31 December 2022 was also reclassified retrospec-
tively from other current provisions for share-based payment, bonus and sever-
ance payments.
Shares granted as part of stock option programmes and settled in equity in-
struments were not presented uniformly within equity hitherto. Certain pro-
grammes were previously presented within retained earnings and will now be
presented on a uniform basis in the revaluation surplus. This resulted in a
retrospective reclassification of €–3.2 million as at 1 January 2022 and of
€–5.5 million as at 31 December 2022.
Employee benefits
We have introduced a new non-current and current balance sheet item, “Em-
ployee benefits” (see note 17) to pool pension obligations, other non-current
employee benefits and non-current termination benefits. A reclassification from
the previous item “Provisions for pensions and other employee benefits” of
€149.0 million was made retrospectively as at 01 January 2022 and of
€23.9 million as at 31 December 2022. Obligations from early retirement
benefits, share-based payments and variable remuneration were also reclassi-
fied from other non-current provisions. This resulted in a retrospective reclassi-
fication of €14.8 million as at 01 January 2022 and of €95.9 million as at
31 December 2022. €30.6 million as at 1 January 2022, and €38.0 million
as at 31 December 2022 was also reclassified retrospectively from other
Reclassification of clearing liabilities
Liabilities in connection with the processing of clearing transactions that were
settled in cash were previously presented in other current liabilities. This differ-
ence was identified in the course of the SAP S/4 HANA migration and they
were reclassified to “Other financial liabilities at amortised cost”. This resulted
in a reclassification of €74.2 million as at 1 January 2022 and of €15.1 mil-
lion as at 31 December 2022. The consolidated statement of financial position
as at 31 December 2022 was restated accordingly.
Reclassifications of financial assets and liabilities under sanctions
In prior years, current financial assets and the corresponding current liabilities
to which the Group had no access because of international sanctions were
presented in the consolidated statement of financial position. The accounting
treatment for these items was revised on the basis of a legal analysis. This re-
duced the financial assets and financial liabilities in the consolidated state-
ment of financial position by €188.0 million as at 1 January 2022 and by
€203.8 million as at 31 December 2022.
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Executive and Supervisory Board Combined management reportConsolidated financial statements/notesConsolidated income statementConsolidated statement of comprehensive incomeConsolidated balance sheetConsolidated cash flow statementConsolidated statement of changes in equityNotes to the consolidated financial statements Notes on the consolidated income statementNotes on the consolidated statement of financial positionOther disclosuresResponsibility statement by the Executive BoardIndependent Auditor’s ReportRemuneration reportFurther informationDeutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Combined management report
Consolidated financial statements/notes
Consolidated income statement
Consolidated statement of
comprehensive income
Consolidated balance sheet
Consolidated cash flow statement
Consolidated statement of changes in equity
Notes to the consolidated financial statements
Notes on the consolidated income statement
Notes on the consolidated statement of
financial position
Other disclosures
Responsibility statement by
the Executive Board
Independent Auditor’s Report
Remuneration report
Further information
Notes on the consolidated income statement
04 Net revenue
Investment Management Solutions
Recognition of income and expenses
Overall, Deutsche Börse Group’s net revenue comprised the following items:
Revenue,
result of treasury activities in banking and similar business,
other operating income, and
volume-related costs.
Revenue recognition
This section comprises details on revenue from contracts with customers. They
particularly include performance obligations and methods of revenue recogni-
tion. Revenue is measured on the basis of the consideration agreed in a cus-
tomer contract. The Group recognises revenue when it transfers control over
goods or services to the customer. For information on contract assets and lia-
bilities, see note 13.
Sales revenue
We report our sales revenue on the basis of our segment structure. Revenue
recognition for the segments’ main product lines, as broken down and reported
by us, are described as follows:
The Group generates revenue from calculating and marketing indices, which
financial market participants use as underlyings for financial instruments or as
a benchmark for the performance of investments-. The index offering ranges
from blue-chip to benchmark to strategy to sustainability to smart-beta indices.
The recognition of revenue for index licences is based on fixed payments, vari-
able payments (usage-based volumes; mostly assets under management) or a
combination of the two. The customer simultaneously receives and consumes
the benefits provided by the entity’s performance during the contract term.
Revenue is revised when warranted by the circumstances. Increases and de-
creases in estimated revenue are reflected in the consolidated income state-
ment in the period in which the circumstances that give rise to the revision be-
come known by the management. For two fee components (minimum fee and
usage-based fee), a contract liability is recognised and reduced each month
based on the usage that has been recognised each month.
Software solutions offers its clients risk-analytics and portfolio-construction
tools. Customers receive the right to use the intellectual property. The intellec-
tual property licences are granted for software products, which are subse-
quently referred to as “SaaS Front Office” and “SaaS Middle Office”(Software
as a Service). Revenue generated with SaaS Front Office fees is recognised at
a specific point in time because all contractual obligations are fulfilled, and the
customer obtains control of the asset as soon as the licence key is transferred
to the customer. SaaS Middle Office fees are recognised over time, i.e. the
contractual term. Fees are also charged for the maintenance and servicing
(summarised as “Maintenance”) of the software products, which are realised
over the contract term. For this purpose, the transaction price for maintenance
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Deutsche Börse Group – Annual report 2023
is calculated and allocated according to the “expected cost plus a margin” ap-
proach. Additional costs are capitalised for multi-year contracts when initiating
a contract.
ESG’s product portfolio includes Corporate Solutions, ESG Analytics and Gov-
ernance Solutions. Most of this revenue stems from fixed-term contracts and
recurring services. Revenue is recognised on a pro rata basis over the term of
the contracted services to customers. Fees are generally charged in advance,
either before the licence starts or periodically over the term of the licence.
Proxy voting services are provided at a specific point in time and revenue is
recognised accordingly when the contractually agreed service is provided. Fees
for exceeding the minimum volumes for proxy research and services in con-
nection with the exercise of voting rights are also variable consideration. Since
neither the volume that will be used nor the price of these services can be de-
termined with reasonable certainty when the contract starts, the variable por-
tion of the consideration can only be recognised when the transaction price
can be determined. Consideration is generally due 30 days after the invoice
date. Upon commencement of the contract, there is an expectation that the
period between providing the service and receiving the consideration from the
client will be no more than one year, so there is no significant financing com-
ponent. For multi-year contracts, additional costs of obtaining a contract are
capitalised.
SimCorp primarily generates revenues in three categories: revenue from cus-
tomers that operate and service their SimCorp solution on their own servers
(on-premise), revenues from SaaS solutions, and professional services. The
on-premise revenues come from licence fees, software updates and support
services. The SaaS revenues come from fees for SaaS licences and SaaS ser-
vices, which comprise services and software updates, operating services, in-
cluding Platform-as-a-Service/hosting fees, and BPaaS fees (business pro-
cesses as a service). Generally speaking, licence fees may stem from subscrip-
tions or open-ended licensing agreements. Subscriptions entitle the customer
to use the software for a particular period, whereas open-ended software li-
cences give the customer the right to use the software for as long as the con-
tract for software updates and support is in effect. Revenue from licences is
recognised as soon as all the contractual obligations have been satisfied, i.e.
the licence has been transferred to the customer and the customer has gained
control over the software. Revenue for software updates and support is recog-
nised on a linear basis of the term of the contract. SaaS services, which in-
clude infrastructure services, operating services, digital portal services, invest-
ment accounting services, investment operational services, data management
services and regulatory reporting platform services, are recognised over the
term of the contract. Fees for professional services result primarily from imple-
mentation; revenues are recognised on the basis of work completed for time
and service contracts. Fixed fee agreements are recognised on the basis of per-
centage of completion, unless the customer is obliged to take delivery. Addi-
tional costs are capitalised for multi-year contracts when initiating a contract.
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Executive and Supervisory Board Combined management reportConsolidated financial statements/notesConsolidated income statementConsolidated statement of comprehensive incomeConsolidated balance sheetConsolidated cash flow statementConsolidated statement of changes in equityNotes to the consolidated financial statementsNotes on the consolidated income statementNotes on the consolidated statement of financial positionOther disclosuresResponsibility statement by the Executive BoardIndependent Auditor’s ReportRemuneration reportFurther informationDeutsche Börse Group – Annual report 2023
Cash equities
Contracts for trading and clearing of cash market products in securities are ac-
counted for in the same way as described in the Financial derivatives section.
As a general rule, securities intended for trading on the regulated market of
Frankfurter Wertpapierbörse (FWB, the Frankfurt Stock Exchange) are subject
to the admission and listing, or inclusion, resolved by FWB’s Exchange Man-
agement. Deutsche Börse AG, as the operator of the public-sector exchange,
charges fees for the admission, listing, inclusion and quotation of securities on
the regulated market. Fees charged for the admission and inclusion of securi-
ties with definite maturities on the regulated market are realised using the pro-
jected useful lives of the underlying securities. Accordingly, the fees charged
for the listing of securities on the regulated unofficial market are realised using
the projected useful lives of the underlying securities. The method for measur-
ing the percentage of completion of the performance obligation on the basis of
projected useful lives is considered appropriate within the meaning of
IFRS 15. Listing fees are levied for the activity of all bodies of FWB, which su-
pervise the trading and the settlement of trades as well as ensure the proper
functioning of all trading activities (permanent possibility to make use of ex-
change facilities). Listing fees are recurring fees, which are charged for a ser-
vice that is delivered over time. Accordingly, revenue is realised on a pro-rata
basis. Revenue from fees for listings on the regulated unofficial market is real-
ised in a similar manner.
Trading & Clearing
Financial derivatives
Revenue in the financial derivatives business is generated from fees that are
charged for transactions with regard to the matching/registration, administra-
tion and regulation of order book and off-book transactions on Eurex Germany.
Revenue is also generated with clearing and settlement services for over-the-
counter (OTC) transactions. This mainly comes in the form of booking and
management fees. Fees, as well as any reductions are specified in price lists
and circulars. Rebates depend mainly on monthly volumes or the monthly ful-
filment of liquidity provisioning obligations in certain products or product
groups.
Revenue for transactions in listed derivatives is recognised as soon as con-
tracts are matched/registered and there is no unfulfilled obligation towards the
customer. In the case of OTC transactions, posting fees are recognised at no-
vation on a monthly basis. These fees are recognised at a point in time. Fees
for the administration of financial derivative positions are recognised over time
as the service is provided until the transaction has been closed, terminated or
has matured.
Commodities
Its product portfolio comprises contracts on power, natural gas and emission
allowances, as well as freight rates and agricultural products. Revenue is gen-
erated primarily from fees that are charged for exchange trading and clearing of
commodities products. Transaction fees are specified in the price list. Rebates
are granted primarily in the form of monthly rebates for the provision of a cer-
tain volume or level of liquidity. These types of rebates are dependent upon
the total monthly volume or the monthly fulfilment of certain liquidity provision
obligations. Revenue for transactions is recognised as soon as contracts are
matched/registered, i.e. there is no unfulfilled obligation towards the customer.
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Executive and Supervisory Board Combined management reportConsolidated financial statements/notesConsolidated income statementConsolidated statement of comprehensive incomeConsolidated balance sheetConsolidated cash flow statementConsolidated statement of changes in equityNotes to the consolidated financial statementsNotes on the consolidated income statementNotes on the consolidated statement of financial positionOther disclosuresResponsibility statement by the Executive BoardIndependent Auditor’s ReportRemuneration reportFurther informationDeutsche Börse Group – Annual report 2023
contract period. Fees collected for administrative services, such as corporate
events for securities, are recognised when the agreed service is provided to cli-
ents. This occurs when instructions are received and the transactions are pro-
cessed. The service has been fulfilled at this point in time. In accordance with
the general terms and conditions, customers authorise direct debiting and con-
sequently no financing component has been identified.
Result of treasury activities in banking and similar business
The treasury result of banking and similar business stems mainly from invest-
ing surplus liquidity and from the fair value measurement of foreign exchange
transactions. It also includes income from exchange rate differences resulting
from finance instruments in the banking business. As a result of interest rate
policies, we also generate interest income from customer balances held with
us (in a negative interest rate environment). Furthermore, this item comprises
interest payments made on customer balances (positive interest rate environ-
ment) as well as cash investments (negative interest rate environment) and
fees for providing customer credit lines. Interest income and interest expenses
are calculated, allocated and realised when due, with the applicable effective
interest rate on a daily basis. In addition, impairment losses from financial in-
struments as well as income from the reduction of liabilities relating to the
banking business are recognised in this item.
Foreign exchange
In the foreign exchange business, revenue is recognised for the entire trading
process of foreign-exchange products and the commissions generated from this
in the form of trading fees. Revenue is recognised when the contractually
agreed service is provided to customers. The fees include discounts on a
monthly basis. Such discounts are considered accordingly in the month in
which the services are rendered and reduce the sales revenue of the respective
period.
Fund Services
The Fund services segment provides services to standardise fund processing
and to increase efficiency and safety in the investment fund sector. The ser-
vices offered include order routing, settlement, asset management, custody
services and distribution and placement of investments. Processing fees for
fund custody and the management of distribution agreements are recognised
over time. Transaction-related fees are recognised at the time the agreed ser-
vice is provided. This occurs when instructions are received and the transac-
tions are processed. The service has been fulfilled at this point in time. Reve-
nue is recognised based on the price specified in the price list and reduced by
the corresponding rebates.
Securities services
The Group generates revenues from infrastructure services and post-trading
services, the settlement of securities transactions as well as the custody and
administration of securities. The fees are calculated in accordance with the
prices set in the price list as well as with any relevant discounts granted. Cus-
tomers in the custody business receive the benefit from the service provided
and consume it at the same time as the performance is fulfilled during the
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Executive and Supervisory Board Combined management reportConsolidated financial statements/notesConsolidated income statementConsolidated statement of comprehensive incomeConsolidated balance sheetConsolidated cash flow statementConsolidated statement of changes in equityNotes to the consolidated financial statementsNotes on the consolidated income statementNotes on the consolidated statement of financial positionOther disclosuresResponsibility statement by the Executive BoardIndependent Auditor’s ReportRemuneration reportFurther informationDeutsche Börse Group – Annual report 2023
Other operating income
Other operating income is income not directly attributable to our typical busi-
ness model. Other operating income is usually realised when all opportunities
and risks have been transferred. Other operating income comprises, for in-
stance, income from subleasing property and income from agency agreements,
as well as the reversal of impairments recognised on trade receivables. In ad-
dition, valuation effects, such as income from exchange rate differences from
non-banking business, are reported under other operating income.
the number of certain trading and settlement transactions,
the custody volume and volume of global securities financing,
the amount of purchased data,
the sales commissions to distribution parties for the distribution of capital in-
vestments,
revenue sharing agreements and maker-taker price models.
Volume-related costs are not incurred if the corresponding revenue is no longer
generated.
Volume-related costs
The item “volume-related costs” consists of expenses directly related to reve-
nue and which depend directly on the following factors:
.
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Executive and Supervisory Board Combined management reportConsolidated financial statements/notesConsolidated income statementConsolidated statement of comprehensive incomeConsolidated balance sheetConsolidated cash flow statementConsolidated statement of changes in equityNotes to the consolidated financial statementsNotes on the consolidated income statementNotes on the consolidated statement of financial positionOther disclosuresResponsibility statement by the Executive BoardIndependent Auditor’s ReportRemuneration reportFurther informationDeutsche Börse Group – Annual report 2023
Composition of net revenue (part 1)
in €m
2023
2022
2023
2022
2023
2022
2023
2022
2023
2022
Sales revenue
Treasury result from banking
and similar business
Other operating income
Volume-related costs
Net revenue
Investment Management Solutions
EESSGG && IInnddeexx
Index
ESG
Other ESG & Index
SSiimmCCoorrpp AAxxiioommaa11
On-premises
SaaS (incl. Analytics)
Other Software Solutions
Trading & Clearing
Financial derivatives
Equities
Interest rates
Margin fees
Other
Commodities
Power
Gas
Other
Cash equities
Trading
Other
Foreign exchange
613.2
230.7
254.4
128.1
330.3
126.7
157.9
45.7
943.5
616.7
235.1
250.2
131.4
93.4
0
93.4
0
710.1
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
1,247.5
1,211.3
136.1
149.6
0.3
0.3
0
0
0.8
0
0.2
0.6
1.1
29.0
0.4
52.7
0.9
0.9
0
0
0.6
0
0.6
0
1.5
18.9
0.4
53.0
571.7
375.5
38.2
262.1
465.5
250.0
103.9
111.6
350.1
155.4
194.7
144.9
607.7
346.9
35.9
220.8
377.2
187.7
91.0
98.5
380.8
197.5
183.3
138.7
0
0
0
0
136.1
149.6
– 83.22
– 67.82
0
0
117.7
108.7
0
0
0
0
117.7
108.7
0.8
0.8
0
0
0.3
0.3
0
0
59.1
1.9
0
0
1.9
9.9
8.3
1.6
0.9
33.3
1.6
0
0
1.6
29.5
21.3
8.2
0
– 47.2
– 25.4
– 12.3
– 9.5
– 34.2
– 0.1
– 33.9
– 0.2
– 81.4
– 41.3
– 20.4
– 11.6
– 9.3
– 18.6
0
– 18.6
0
– 59.9
566.3
205.6
242.1
118.6
296.9
126.6
124.2
46.1
863.2
576.3
215.6
238.6
122.1
75.4
0
75.4
0
651.7
– 148.3
– 145.4
1,264.3
1,234.4
– 101.1
– 31.1
– 0.1
– 16.0
– 20.1
– 8.5
– 2.2
– 9.4
– 66.9
– 33.7
– 33.2
– 6.2
– 99.1
– 32.0
– 0.1
– 14.2
– 12.0
– 4.4
– 1.8
– 5.8
– 66.2
– 38.7
– 27.5
– 5.9
471.0
397.1
91.0
305.2
565.0
241.5
101.7
221.8
293.9
130.8
163.1
139.6
509.0
367.9
117.6
239.9
475.5
183.3
89.2
203.0
344.4
180.4
164.0
132.8
1) SimCorp was only included in the consolidated financial statements from 29 September 2023, which means that no comparison is possible.
2) Reallocation of margin fees to the business areas, which are originally included in interest rates and other.
2,208.0
2,108.0
254.6
258.6
41.7
50.0
– 241.5
– 229.5
2,262.8
2,187.1
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Executive and Supervisory Board Combined management reportConsolidated financial statements/notesConsolidated income statementConsolidated statement of comprehensive incomeConsolidated balance sheetConsolidated cash flow statementConsolidated statement of changes in equityNotes to the consolidated financial statementsNotes on the consolidated income statementNotes on the consolidated statement of financial positionOther disclosuresResponsibility statement by the Executive BoardIndependent Auditor’s ReportRemuneration reportFurther informationDeutsche Börse Group – Annual report 2023
Composition of net revenue (part 2)
in €m
Fund Services
Fund processing
Fund distribution
Other
Securities Services
Custody
Settlement
Net interest income
Other
Total
Consolidation of internal revenue
thereof Investment Management Solutions
thereof Trading & Clearing
thereof Fund Services
thereof Securities Services
Sales revenue
Treasury result from banking
and similar business
Other operating income
Volume-related costs
Net revenue
2023
2022
2023
2022
2023
2022
2023
2022
2023
2022
231.3
580.8
96.0
908.1
816.7
179.6
0
224.8
565.0
82.0
871.8
773.9
174.5
0
166.9
150.2
1,163.2
1,098.6
5,222.8
4,788.5
– 89.6
– 70.2
– 6.4
– 0.3
– 96.2
– 78.5
– 5.7
– 0.5
– 12.7
– 11.5
0
0.2
61.9
62.1
0.2
0
645.4
– 0.8
644.8
961.5
0
0
0
0
0
0
0
1.8
1.8
0
0
260.0
11.8
271.8
532.2
0
0
0
0
0
0
0.2
0.3
0.5
0.7
0
0
1.8
2.5
0
7.0
0
7.0
5.9
0.1
0
50.9
56.9
– 17.4
– 13.3
– 495.9
– 482.3
– 17.5
– 9.1
– 530.8
– 504.7
– 202.5
– 194.8
– 65.2
– 69.8
0.1
0
– 32.2
– 39.8
213.9
85.3
140.7
439.9
615.1
114.4
645.5
135.7
211.5
89.7
74.7
375.9
585.0
104.8
260.0
173.1
– 299.8
– 304.4
1,510.7
1,122.9
45.8
115.4
– 1,153.5
– 1,098.5
5,076.6
4,337.6
– 6.0
– 6.7
0
0
– 6.0
– 6.7
0
0
0
0
95.6
1.9
90.6
0.2
2.9
102.9
0
0
0
– 68.3
– 78.5
100.2
0
2.7
78.2
– 0.1
– 9.8
87.8
– 0.5
– 8.8
Group
5,133.2
4,692.3
961.5
532.2
39.8
108.7
– 1,057.9
– 995.6
5,076.6
4,337.6
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Executive and Supervisory Board Combined management reportConsolidated financial statements/notesConsolidated income statementConsolidated statement of comprehensive incomeConsolidated balance sheetConsolidated cash flow statementConsolidated statement of changes in equityNotes to the consolidated financial statementsNotes on the consolidated income statementNotes on the consolidated statement of financial positionOther disclosuresResponsibility statement by the Executive BoardIndependent Auditor’s ReportRemuneration reportFurther informationDeutsche Börse Group – Annual report 2023
Revenue recognised in the financial year from performance obligations fulfilled
or partially fulfilled in prior periods amounted to €14.0 million (2022: €17.7
million).
Composition of treasury result from banking and similar business
in €m
2023
2022
Interest income from positive interest environment
Financial assets measured at amortised cost
2,625.4
613.8
Interest expenses from positive interest environment
Financial liabilities measured at amortised cost
– 1,698.8
– 295.9
Interest income from negative interest environment
Financial liabilities measured at amortised cost
4.2
449.4
Interest expenses from negative interest environment
Financial assets measured at amortised cost
Net interest income
Other valuation result
Total
– 11.7
919.1
42.4
961.5
– 308.0
459.3
72.9
532.2
The significant increase in interest income and interest expenses from financial
instruments measured at amortised cost is driven by the changes in the inter-
est rate environment.
Other operating income
Other operating income of €39.8 million (2022: €108.7 million) results
mainly from foreign exchange differences of €7.5 million (2022: €7.8 mil-
lion), income from management services of €1.4 million (2022: €0.8 million),
income from written-off receivables of €2.0 million (2022: €2.9 million) and
rental income from subleases (income from operating leases) of €1.2 million
(2022: €0.7 million).
05 Staff costs
Composition of staff costs
in €m
Wages and salaries
Share-based payments
Pension costs
Other staff costs
Social security contributions
Total
2023
993.1
60.1
55.1
141.3
172.8
2022
862.0
48.5
57.8
99.4
145.0
1,422.5
1,212.7
Wages and salaries include one-off costs for restructuring programmes and
severance payments of €55.7 million (2022: €28.0 million).
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Executive and Supervisory Board Combined management reportConsolidated financial statements/notesConsolidated income statementConsolidated statement of comprehensive incomeConsolidated balance sheetConsolidated cash flow statementConsolidated statement of changes in equityNotes to the consolidated financial statementsNotes on the consolidated income statementNotes on the consolidated statement of financial positionOther disclosuresResponsibility statement by the Executive BoardIndependent Auditor’s ReportRemuneration reportFurther informationDeutsche Börse Group – Annual report 2023
06 Other operating expenses
Composition of other operating expenses
in €m
Costs for IT service providers and other consulting services
IT costs
Non-recoverable input tax
Premises expenses
Insurance premiums, contributions and fees
Advertising and marketing costs
Travel, entertainment and corporate hospitality expenses
Cost of exchange rate differences
Supervisory Board remuneration
Short-term leases
Miscellaneous
Total
2023
241.1
196.9
72.0
47.9
31.0
28.3
29.8
7.2
5.0
2.9
33.7
695.8
2022
206.1
166.3
68.1
41.1
26.1
26.5
18.4
11.0
5.1
3.0
37.8
609.5
The costs of IT service providers and other consulting services mainly relate to
expenses in connection with software development. These costs also include
expenses for strategic consultancy and legal advice, as well as for auditing.
Composition of fees paid to the auditor
2023
2022
in €m
PwC network
Thereof
PwC GmbH
PwC network
Thereof
PwC GmbH
Statutory audit services
Other assurance or valua-
tion services
Tax advisory services
Other services
Total
9.1
1.3
0
0.3
10.7
5.1
0.7
0
0.0
5.8
9.2
1.3
0
0.1
10.6
6.0
0.5
0
0.1
6.6
The fee for auditing services“ from PricewaterhouseCoopers GmbH
Wirtschaftsprüfungsgesellschaft (PwC) mainly related to the audit of consoli-
dated and individual financial statements of Deutsche Börse AG, as well as to
various audits of financial statements at subsidiaries. Audit-integrated reviews
of interim financial statements were performed. Other assurance services
mainly relate to business reviews of internal systems and controls required by
law or contract, the voluntary review of the remuneration report and the issu-
ance of comfort letters. The fee for other services mostly relates to project-re-
lated advisory services for non-regulated subsidiaries.
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measured reliably. Interest expense is recognised in the period in which it is
incurred. Measurement effects from interest rate derivatives, including interest
rate hedges, are also shown in this item. The position also includes measure-
ment effects from foreign exchange derivatives to the extent that they relate to
treasury activities in the non-banking business.
Composition of financial income
in €m
Interest income from financial assets measured at amortised
cost
Interest income from financial liabilities measured at amor-
tised cost
Interest income from financial assets measured at fair value
through other comprehensive income
Result from hedge accounting
Fair value gain from foreign currency derivatives
Interest income on tax refunds
Other interest income and similar income
Total
22002233
2022 1
25.6
0.9
0
0
3.6
5.3
11.2
46.6
8.6
2.9
0.1
3.8
14.4
2.5
0.5
32.8
1) The reclassification of fair value gains recognised in other comprehensive income in connection with interest
rate hedges was reported under financial income in the previous year. Such interest rate hedges are
concluded to hedge the cash flow risk arising from potential interest rate changes. In order to reflect this
economic purpose more accurately, the resulting amount was adjusted retrospectively as at 31 December
2022 by €–4.8 million. This led to a reduction of €–4.8 million in financial income in the consolidated
income statement as at 31 December 2022 and a corresponding reduction in financial expenses.
07 Result from financial investments
Result from financial investments comprises measurement effects, dividend
payments, distributions, foreign currency translation effects and write-downs
on financial investments. Gains and losses on financial investments at FVPL
are recognised on a net basis in the period in which they arise. Distributions
from funds and dividends are recognised in profit or loss when the Group’s
right to receive payments is established and to the extent that such dividends
are not capital repayments.
Composition of result from financial investments
in €m
Result of the equity method measurement of associates
Result of financial investments measured at amortised cost
Result of financial investments measured at fair value through
profit or loss
Result of derivatives
Result of hedge accounting
Total
22002233
1.8
– 1.8
– 13.8
2.4
– 2.7
– 14.0
2022
6.8
0
2.1
2.5
– 1.2
10.2
For changes in financial investments see note 12.
08 Financial result
The financial result comprises interest income and expenses which are not at-
tributable to the Group’s banking business and are therefore not recognised in
net revenue. Interest income and expense are recognised using the effective
interest method over the respective financial instrument’s term to maturity. In-
terest income is recognised when it is probable that the economic benefits as-
sociated with the transaction will flow to the entity and the income can be
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Executive and Supervisory Board Combined management reportConsolidated financial statements/notesConsolidated income statementConsolidated statement of comprehensive incomeConsolidated balance sheetConsolidated cash flow statementConsolidated statement of changes in equityNotes to the consolidated financial statementsNotes on the consolidated income statementNotes on the consolidated statement of financial positionOther disclosuresResponsibility statement by the Executive BoardIndependent Auditor’s ReportRemuneration reportFurther informationDeutsche Börse Group – Annual report 2023
Composition of financial expense
in €m
Interest expense from financial liabilities measured at amor-
tised cost2
Transaction cost of financial liabilities measured at amortised
cost
Interest expense from financial assets measured at amortised
cost
Interest expense from lease liabilities
Fair value loss from foreign currency derivatives
Interest expense on taxes
Expense of the unwinding of the discount on pension
provisions
Other interest expense and non-interest expense
Total
2023
20221
79.5
48.9
7.1
0.1
8.1
0
7.7
2.7
15.5
120.6
1.4
3.0
6.7
9.5
15.8
1.8
9.3
96.4
between the carrying amounts of assets and liabilities in the IFRS financial
statements and their tax base that will lead to a future tax liability or benefit
when assets are used or sold or liabilities are settled. These differences are
used to calculate deferred tax assets or liabilities. The deferred tax assets or li-
abilities are measured using the tax rates that are currently expected to apply
when the temporary differences reverse, based on tax rates that have been en-
acted or substantively enacted by the reporting date. Deferred tax assets are
recognised for the unused tax loss and interest carryforwards only to the extent
that it is probable that future taxable profit will be available. Deferred tax as-
sets 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.
1) Previous year adjusted, see note 3.
2) This includes €7.8 million (2022: €4.8 million) time value gains from interest rate swaps designated as
hedging instruments to hedge cash flow risk from bond issues.
Composition of tax expense
in €m
09 Income taxes
Deutsche Börse Group is subject to the tax laws of those countries in which it
operates and generates income. If it is probable that the tax authorities will not
accept the disclosed amounts or the legal assessments on which the Group’s
tax declarations are based (uncertain tax positions), tax liabilities are recog-
nised based on the best possible estimate of expected cash outflows. Tax as-
sets are recognised if it is considered almost certain that they will be realised.
The recognition of uncertain tax positions is reassessed if there is a change in
the underlying facts or their legal assessment (e.g. change in case law).
Deferred tax assets and liabilities are computed using the balance sheet liabil-
ity approach. The deferred tax calculation is based on temporary differences
Current income tax expense/(-income)
for the current year
for previous years
Deferred income tax expense/(-income)
due to temporary differences
due to tax loss and interest carryforwards
due to changes in tax legislation and/or tax rates
for previous years
Total income tax expense
2023
645.4
638.9
6.5
9.5
9.5
15.2
– 5.7
– 9.5
2022
478.6
513.2
– 34.6
64.7
– 7.4
14.9
7.2
50.0
654.9
543.3
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Executive and Supervisory Board Combined management reportConsolidated financial statements/notesConsolidated income statementConsolidated statement of comprehensive incomeConsolidated balance sheetConsolidated cash flow statementConsolidated statement of changes in equityNotes to the consolidated financial statementsNotes on the consolidated income statementNotes on the consolidated statement of financial positionOther disclosuresResponsibility statement by the Executive BoardIndependent Auditor’s ReportRemuneration reportFurther informationDeutsche Börse Group – Annual report 2023
Allocation of income tax expense to Germany and foreign jurisdictions
Composition of deferred taxes
in €m
Current income tax expense/(-income)
Germany
Foreign jurisdictions
Deferred income tax expense/(-income)
Germany
Foreign jurisdictions
Total income tax expense
2023
645.4
312.6
332.8
9.5
19.7
– 10.2
654.9
2022
478.6
276.3
202.3
64.7
62.3
2.4
543.3
Tax rates of 27.4 to 31.9 per cent (2022: 27.4 to 31.9 per cent) were used
in the reporting period to calculate income taxes for the German Group compa-
nies. These reflect trade income tax at rates of 11.6 to 16.1 per cent (2022:
11.6 to 16.1 per cent), corporation tax of 15 per cent (2022: 15 per cent)
and the 5.5 per cent solidarity surcharge (2022: 5.5 per cent) on corporation
tax.
Tax rates of 24.9 to 27.2 per cent (2022: 24.9 to 27.7 per cent) were used
for the Group companies in Luxembourg. Tax rates of 11.8 to 31.4 per cent
(2022: 9.1 to 34.6 per cent) were applied to the Group companies in the re-
maining countries; see Note 34.
Current income tax expense was reduced by €2.6 million in the reporting year
by the utilisation of previously unrecognised tax loss carryforwards (2022:
€2.6 million). Deferred tax assets of €1.0 million were created by previously
unrecognised tax losses (2022: €1.7 million). Changes in loss allowances for
deductible temporary differences also gave rise to deferred tax expenses of
€0.2 million (2022: nil).
Deferred tax assets
Deferred tax liabilities
in €m
31 Dec 2023 31 Dec 2022
31 Dec2023 31 Dec 2022
Intangible assets
81.8
53.1
– 828.4
– 484.8
Internally developed
software
Other
Financial assets
Other assets
Provisions for pensions
and other employee bene-
fits
Other provisions
Liabilities
Tax loss and interest car-
ryforwards
Deferred taxes (before net-
ting)
thereof recognised in
profit and loss
thereof recognised in
other comprehensive in-
come1
15.1
66.7
3.0
72.8
44.9
28.9
46.6
4.9
48.2
4.9
69.5
39.0
17.3
26.5
– 75.4
– 753.0
– 93.3
– 17.1
– 19.3
– 6.2
– 68.1
– 43.2
– 441.6
– 33.2
– 19.0
– 16.7
– 2.9
– 32.5
38.5
52.4
0
0
316.5
262.7
– 1,032.4
– 589.1
290.3
241.9
– 980.5
– 542.2
Deferred taxes set off
– 243.2
– 200.9
26.2
20.8
– 51.9
243.2
– 46.9
200.9
Total
73.3
61.8
– 789.2
– 388.2
1) See note 15 for further information on deferred taxes recognised in other comprehensive income
Short-term elements of deferred taxes are recognised in non-current assets and
liabilities in the consolidated balance sheet, in line with IAS 1 “Presentation of
Financial Statements”.
The following table shows the carrying amounts of deferred tax assets and lia-
bilities as at the reporting date by line item or loss carryforwards:
At the end of the reporting period, accumulated unused tax losses amounted to
€104.6 million (2022: €40.5 million), for which no deferred tax assets were
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recognised. These unused tax losses are attributable to domestic losses total-
ling €1.5 million and to foreign tax losses totalling €103.1 million (2022:
Germany €0.2 million, foreign tax losses €40.3 million).
Tax losses may be carried forward for up to 7 years in Switzerland. Tax losses
arising before 1 January 2018 may be carried forward in the USA for up to 20
years. Losses incurred after 31 December 2017 may be carried forward indefi-
nitely, taking into account the minimum taxation rules. Losses generated as of
1 January 2017 will only be able to be carried forward in Luxembourg for a
maximum period of 17 years. Losses that arose before 1 January 2017 are
not affected by this limitation. Tax losses may be carried forward indefinitely in
Singapore.
There were no unrecognised deferred tax liabilities on future dividends of sub-
sidiaries and associates or on gains from the disposal of subsidiaries and asso-
ciates in the reporting period (2022: none).
Reconciliation from expected to reported income tax expense
in €m
Earnings before tax (EBT)
Expected income tax expense
Effects of different tax rates
Effects of non-deductible expenses
Effects of tax-exempt income
Tax effects from loss carryforwards
Changes in valuation allowance for deferred tax assets
Effects from changes in tax rates
Other
Income tax expense arising from current year
Income taxes for previous years
Income tax expense
2023
2022
2,451.8
2,106.5
637.5
– 9.0
23.8
– 2.7
– 2.5
10.3
– 5.7
6.2
657.9
– 3.0
654.9
547.7
– 12.1
21.4
– 23.9
– 3.8
0
7.2
– 8.6
527.9
15.4
543.3
To determine the expected income tax expense, earnings before tax have been
multiplied by the composite tax rate of 26 per cent assumed for 2023 (2022:
26 per cent).
As at 31 December 2023, the reported income tax rate was 26.7 per cent
(2022: 25.8 per cent).
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Executive and Supervisory Board Combined management reportConsolidated financial statements/notesConsolidated income statementConsolidated statement of comprehensive incomeConsolidated balance sheetConsolidated cash flow statementConsolidated statement of changes in equityNotes to the consolidated financial statementsNotes on the consolidated income statementNotes on the consolidated statement of financial positionOther disclosuresResponsibility statement by the Executive BoardIndependent Auditor’s ReportRemuneration reportFurther informationDeutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Combined management report
Consolidated financial statements/notes
Consolidated income statement
Consolidated statement of
comprehensive income
Consolidated balance sheet
Consolidated cash flow statement
Consolidated statement of changes in equity
Notes to the consolidated financial statements
Notes on the consolidated income statement
Notes on the consolidated statement of
financial position
Other disclosures
Responsibility statement by
the Executive Board
Independent Auditor’s Report
Remuneration report
Further information
Notes on the consolidated statement of
financial position
Stock exchange licences and certain trade names have an indefinite useful life.
The intention is also to keep them as part of the general company strategy.
Their useful lives are therefore assumed to be indefinite.
Intangible assets are derecognised on disposal or when no further economic
benefits are expected to flow from them.
10 Intangible assets
Recognition and measurement
Impairment tests
Capitalised development costs are amortised from the date of first use of the
software using the straight-line method over the asset’s expected useful life.
The useful life of internally developed software releases is generally assumed
to be seven years; a useful life of ten years is used as the basis in the case of
newly developed systems.
At each reporting date, the Group assesses whether there are any indications
that an intangible asset may be impaired. If this is the 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.
Purchased software is generally amortised based on the projected useful life.
The expected useful life is 3 to 7 years, depending on the individual purchase.
The amortisation period for intangible assets with finite useful lives is reviewed
at a minimum at the end of each financial year. If the expected useful life of
an asset differs from previous estimates, the amortisation period is adjusted
accordingly.
Value in use is estimated on the basis of the discounted estimated future cash
flows from continuing use of the asset and from its ultimate disposal, before
taxes. For this purpose, discount rates are estimated based on the prevailing
pre-tax weighted average cost of capital. If no recoverable amount can be de-
termined for an asset, the recoverable amount of the cash-generating unit
(CGU) to which the asset can be allocated is determined.
The other intangible assets were largely acquired within the context of busi-
ness combinations and refer to exchange licences, trade names,customer rela-
tionships and order backlog. The acquisition costs correspond to the fair val-
ues as at the acquisition date. Depending on the relevant acquisition transac-
tion, the expected useful life is 5 to 20 years for trade names with finite useful
lives, 4 to 24 years for participants, customer relationships and order backlog,
and 2 to 20 years for other miscellaneous intangible assets.
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 at least once a year. Impairment tests on CGUs with allocated
goodwill are carried out on 1 October every financial year. If the estimated re-
coverable amount of the asset or CGU is lower than the respective carrying
amount, an impairment loss is recognised and the net carrying amount of the
asset or CGU, respectively, is reduced to its estimated recoverable amount.
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Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Combined management report
Consolidated financial statements/notes
Consolidated income statement
Consolidated statement of
comprehensive income
Consolidated balance sheet
Consolidated cash flow statement
Consolidated statement of changes in equity
Notes to the consolidated financial statements
Notes on the consolidated income statement
Notes on the consolidated statement of
financial position
Other disclosures
Responsibility statement by
the Executive Board
Independent Auditor’s Report
Remuneration report
Further information
At the acquisition date, goodwill is allocated to the CGU, or groups of CGUs,
that is/are expected to create synergies from the relevant acquisition. If
changes arise in the structure of CGUs, for example through a new segmenta-
tion, goodwill is allocated taking into account the relative fair values of the
newly defined CGUs. Irrespective of any indications of impairment, these items
must be tested for impairment at least annually at the lowest level of impair-
ment at which we monitor the respective goodwill. An impairment loss is rec-
ognised if the carrying amount of the CGU, or groups of CGUs, to which good-
will is allocated (including the carrying amount of that goodwill) is higher than
the recoverable amount of this group of assets. The impairment loss is first al-
located to the goodwill, then to the other assets in proportion to their carrying
amounts.
capital are determined for each (group of) CGU(s), for the purpose of discount-
ing projected cash flows. These capital costs are based on data incorporating
beta factors, borrowing costs, as well as the capital structure of the respective
peer group. Pricing, trading volumes, assets under custody, market share as-
sumptions or general business development assumptions are based on past
experience or market research. Other key assumptions are mainly based on ex-
ternal factors and generally correspond to internal management planning. Sig-
nificant 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 calculating value in
use, the projections are adjusted for the effects of future restructurings and
performance investments, if appropriate.
The recoverable amount of the (groups of) CGUs was determined based on the
fair value less costs to sell. The value in use was only determined if the fair
value less costs to sell did not exceed the carrying amount. Given that no ac-
tive market was available for the (groups of) CGUs, the determination of fair
value less costs to sell was based on the discounted cash flow method (level 3
input factors). The detailed planning period generally covers a time period of
five years; for (groups of) CGUs, which have been allocated an asset with an
indefinite useful life, such time period ends in perpetuity. Individual costs of
At each reporting date, the Group assesses whether there are any indications
that an impairment recognised for non-current assets in previous years (except
goodwill) 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 re-
sulted if no impairment loss had been recognised in previous periods. Deut-
sche Börse Group does not reverse any goodwill impairments.
PDF (A4)
Deutsche Börse Group – Annual report 2023
155
Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Combined management report
Consolidated financial statements/notes
Consolidated income statement
Consolidated statement of
comprehensive income
Consolidated balance sheet
Consolidated cash flow statement
Consolidated statement of changes in equity
Notes to the consolidated financial statements
Notes on the consolidated income statement
Notes on the consolidated statement of
financial position
Other disclosures
Responsibility statement by
the Executive Board
Independent Auditor’s Report
Remuneration report
Further information
Intangible assets
in €m
Historical cost as at 1 Jan 2022
Acquisitions through business combinations
Adjustment of previous year goodwill
Disposals from change in scope of consolidation
Additions
Disposals
Reclassifications
Exchange rate differences
Historical cost as at 31 Dec 2022
Acquisitions through business combinations
Additions
Disposals
Reclassifications
Exchange rate differences
Historical cost as at 31 Dec 2023
Amortisation and impairment losses as at 1 Jan 2022
Amortisation
Impairment losses
Disposals from change in scope of consolidation
Disposals
Reclassifications
Exchange rate differences
Amortisation and impairment losses as at 31 Dec 2022
Amortisation
Impairment losses
Disposals
Reclassifications
Exchange rate differences
Amortisation and impairment losses as at 31 Dec 2023
Carrying amount as at 31 Dec 2022
Carrying amount as at 31 Dec 2023
Purchased
software
Internally devel-
oped software
Goodwill Payments on
account and
construction in
progress
Other intangible
assets
Total
416.4
7.5
0
– 0.3
18.3
– 14.7
1.7
11.1
440.0
430.2
14.9
– 79.0
43.5
– 4.3
845.2
231.5
48.6
0
– 0.3
– 14.6
3.0
1.5
269.7
58.5
7.6
– 79.0
10.0
– 0.2
266.5
170.3
578.7
1,392.0
3.2
0
0
106.1
0
32.0
3.2
1,536.5
0
49.6
– 111.9
148.1
– 4.0
1,618.3
1,023.7
73.6
16.2
0
0
– 3.0
1.1
1,111.6
89.9
8.7
– 111.9
– 10.5
– 2.6
1,085.3
424.9
533.0
5,596.0
164.1
– 3.9
0
0
0
0
157.4
5,913.7
2,345.3
0
0
0
– 45.5
8,213.3
0
0
0
0
0
0
0
0
0
0
0
0
0
0
115.6
1.4
0
0
95.0
0
– 33.7
– 0.1
178.2
0
151.9
– 0.2
– 191.7
– 0.1
138.1
15.5
0
4.2
0
0
0
0
19.7
0
0.2
– 0.2
0.4
– 0.2
19.8
2,184.7
45.6
0
0
0.1
0
0
69.6
2,300.0
1,212.4
2.0
0
0
– 15.0
3,499.4
271.1
83.0
0
0
0
0
3.3
357.4
90.3
17.0
0
0.1
– 0.6
464.2
9,704.7
221.8
– 3.9
– 0.3
219.5
– 14.7
0
241.2
10,368.4
3,987.8
218.4
– 191.1
– 0.1
– 69.0
14,314.4
1,541.8
205.2
20.4
– 0.3
– 14.6
0
5.9
1,758.3
238.7
33.5
– 191.2
0
– 3.5
1,835.9
5,913.7
8,213.3
158.5
118.3
1,942.6
3,035.3
8,610.0
12,478.6
PDF (A4)
Deutsche Börse Group – Annual report 2023
156
Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Changes in other intangible assets by category
Combined management report
in €m
Consolidated financial statements/notes
Consolidated income statement
Consolidated statement of
comprehensive income
Consolidated balance sheet
Consolidated cash flow statement
Consolidated statement of changes in equity
Notes to the consolidated financial statements
Notes on the consolidated income statement
Notes on the consolidated statement of
financial position
Other disclosures
Responsibility statement by
the Executive Board
Independent Auditor’s Report
Remuneration report
Further information
Balance as at 1 Jan 2022
Acquisitions through business combinations
Additions
Amortisation
Exchange rate differences
Balance as at 31 Dec 2022
Acquisitions through business combinations
Additions
Amortisation
Impairments
Exchange rate differences
Balance as at 31 Dec 2023
Exchange
licences
Trade
names
Miscellaneous
intangible
assets
Member,
customer
relationships
and order
backlog
24.2
0
0
0
1.5
25.7
0
0
– 0.1
0
– 0.6
25.0
648.4
15.2
0
– 2.1
11.6
673.1
359.6
0
– 2.0
– 2.9
– 7.2
1,237.1
30.4
0
– 79.4
53.2
1,241.3
852.8
0
– 87.2
– 14.1
– 6.9
1,020.6
1,985.9
4.0
0
0.1
– 1.5
0
2.6
0
2.0
– 0.9
– 0.1
0.2
3.8
Total
1,913.6
45.6
0.1
– 83.0
66.3
1,942.6
1,212.4
2.0
– 90.2
– 17.1
– 14.4
3,035.3
Material intangible assets with with finite useful lives
Software, payments on account and software in development
Carrying amount as of
Remaining amortisation period
as at
31 Dec 2023
€m
31 Dec 2022
€m
31 Dec 2023
years
31 Dec 2022
years
Customer Relationship SimCorp
Customer Relationship ISS
Customer Relationship Clear-
stream Funds Centre
Customer Relationship 360T
829.8
406.2
234.8
149.4
n.a.
474.3
234.0
159.5
24.8
19.1
16.8
14.8
n.a.
20.2
17.8
15.8
Research costs are recognised as expenses in the period in which they are in-
curred. Development costs for internally developed intangible assets are only
capitalised when the definition and recognition criteria for intangible assets ac-
cording to IAS 38 are met and development costs can be separated from re-
search costs.
Development costs that have to be capitalised include direct labour costs,
costs of purchased services and workplace costs, including proportionate over-
heads that can be directly attributed to the preparation of the respective asset
for use, such as costs for the infrastructure of software development.
PDF (A4)
Deutsche Börse Group – Annual report 2023
157
Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Combined management report
Consolidated financial statements/notes
Consolidated income statement
Consolidated statement of
comprehensive income
Consolidated balance sheet
Consolidated cash flow statement
Consolidated statement of changes in equity
Notes to the consolidated financial statements
Notes on the consolidated income statement
Notes on the consolidated statement of
financial position
Other disclosures
Responsibility statement by
the Executive Board
Independent Auditor’s Report
Remuneration report
Further information
Development costs that do not meet the requirements for capitalisation are rec-
ognised through profit or loss. Interest expense that cannot be allocated di-
rectly to one of the development projects is recognised through profit or loss in
the reporting period.
Total development costs in the reporting year 2023 came to €323.9 million
(2022: €274.5 million), of which €201.5 million were capitalised (2022:
€181.8 million).
Impairment testing in 2023 revealed an impairment loss of €33.5 million
(2022: €20.4 million), which is shown in the line item “Depreciation, amorti-
sation and impairment losses” and relates to the following assets:
An extraordinary impairment test of Crypto Finance AG was performed as at
30 September 2023 because its performance was persistently under plan.
This resulted in an impairment loss in the Trading & Clearing segment (re-
coverable amount: negative) of €24.6 million (customer relations €14.1 mil-
lion, software €7.6 million and trade name €2.9 million).
Impairment losses of €8.7 million were also recognised for internally devel-
oped software in the Securities Services segment and of €0.2 million in the
Fund Services segment (recoverable amount: negative) in the fourth quarter
of 2023. The reasons for the impairment were that existing functionalities
were no longer used and that significant revenues can no longer be gener-
ated.
The change in the internal reporting structure related to the introduction of the
new Investment Management Solutions segment (IMS) also caused (groups of)
CGU to which goodwill had been allocated to be divided up. Deutsche Börse
Group reallocated the corresponding carrying amounts based on the relative
fair values. The goodwill, that was allocated to the former group of CGUs Qon-
tigo was partially allocated to the group of CGUs ISS STOXX (80.7 per cent) as
well as SimCorp Axioma (19.3 per cent) in the current financial year. The
goodwill allocated to the CGU ISS was fully allocated to the group of CGUs ISS
STOXX. The following tables show the new allocation of goodwill to the corre-
sponding (group of) CGU and the changes over time:
PDF (A4)
Deutsche Börse Group – Annual report 2023
158
Deutsche Börse Group – Annual report 2023
Goodwill and other intangible assets from business combinations
Changes in goodwill classified by (groups of) CGUs
in €m
Eurex
EEX
360T
Xetra Securities
Services
Fund
Services
Qontigo
ISS SimCorp
Axioma
ISS
STOXX
Total
Balance as at 1 Jan 2022
1,378.6
120.2
244.6
61.9 1,125.9
584.7
691.2
1,388.9
Acquisitions through business combinations
Adjustment of previous year goodwill
Exchange rate differences
Balance as at 31 Dec 2022
Reallocation due to change in reporting structure
Acquisitions through business combinations
Exchange rate differences
Balance as at 31 Dec 2023
0.0
0.0
3.7
7.0
0.0
3.4
0.0
0.0
3.4
0.0
2.2
2.9
0.0
157.1
0.0
0.0
0.0
26.1
40.1
0.0
– 6.1
77.0
1,382.3
130.6
248.0
67.0 1,126.7
767.9
731.3
1,459.8
0.0
0.0
0.0
0.0
0.0
0.0 5,596.0
0.0
164.1
0.0
– 3.9
0.0
157.4
0.0 5,913.6
0.0
0.0
0.0
5.0
0.0
0.0
– 2.4
– 2.2
– 2.1
0.0
0.0
3.5
4.7
– 0.5
32.7
1,379.9
133.4
245.9
70.5 1,126.2
805.3
0.0 – 735.8 – 1,468.8
142.0 2,062.6
0
0.0
4.5
0
0.0 2,335.6
0.0 2,345.3
9.0
– 4.9
– 83.1
– 45.5
0 2,472.7 1,979.4 8,213.3
0.0
0.8
0.0
0.0
Executive and Supervisory Board
Combined management report
Consolidated financial statements/notes
Consolidated income statement
Consolidated statement of
comprehensive income
Consolidated balance sheet
Consolidated cash flow statement
Consolidated statement of changes in equity
Notes to the consolidated financial statements
Notes on the consolidated income statement
Notes on the consolidated statement of
financial position
Other disclosures
Responsibility statement by
the Executive Board
Independent Auditor’s Report
Remuneration report
Further information
PDF (A4)
Deutsche Börse Group – Annual report 2023
159
Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Combined management report
Consolidated financial statements/notes
Consolidated income statement
Consolidated statement of
comprehensive income
Consolidated balance sheet
Consolidated cash flow statement
Consolidated statement of changes in equity
Notes to the consolidated financial statements
Notes on the consolidated income statement
Notes on the consolidated statement of
financial position
Other disclosures
Responsibility statement by
the Executive Board
Independent Auditor’s Report
Remuneration report
Further information
Key assumptions used for impairment tests in 2023
(Group of) CGU
Goodwill
SimCorp Axioma2
ISS Stoxx
Eurex
Securities Services
Fund Services
360T
EEX
Xetra
Trade names and exchange licenses
STOXX
SimCorp
ISS
Axioma
Nodal
360T Core
Kneip
EEX Core
360TGTX
Allocated book
value
€m
Risk-free
interest rate
%
Market
risk premium
%
Discount
rate
%
Long-term
growth rate
%
Net
revenue
%
Operating
costs
%
CAGR1
2,468.2
2,062.5
1.382,7
1,126.8
780.1
248.4
135.7
68.3
420.0
359.5
120.6
65.2
29.0
19.9
15.0
14.2
1.8
2.7/4.4
2.7/4.4
2.7
2.7
2.7
2.7
2.7
2.7
2.8
2.8
4.9
4.9
4.9
2.8
2.8
2.8
4.5
5.0/6.5
5.0/6.5
6.5
6.5
6.5
6.5
6.5
6.5
6.5
6.5
5.0
5.0
5.0
6.5
6.5
6.5
5.0
8.7/9.0
9.4/9.7
7.4
6.8
7.7
6.9
7.7
7.6
9.4
8.7
10.1
9.3
8.7
6.8
7.0
7.8
7.5
2.0
2.0/2.3
1.5
1.0
2.0
1.5
1.5
1.0
2.0
2.0
2.3
2.0
1.5
1.5
2.0
1.5
1.5
7.8
6.5
5.7
4.6
8.3
5.9
5.0
– 0.1
6.3
8.0
7.6
8.2
1.6
5.8
15.7
3.8
7.7
4.5
5.1
3.5
3.5
5.4
3.9
4.8
2.3
1.1
4.2
5.8
0.9
3.9
4.3
1.2
3.8
7.6
1) CAGR = compound annual growth rate in detailed planning period including the rate used to perpetuity
2) The group of CGUs includes CGUs with business activities in different currency areas (euro and USD). As a result, where applicable individual disclosures for the cost of capital parameters for the separate impairment tests
included in the group of CGUs, are provided.
Even in case of a reasonably possible change of one of the parameters, under
the condition that all the other parameters remain constant, none of the above-
mentioned CGUs or groups of CGUs, with the exception of the SimCorp Axi-
oma CGU, would be impaired.
In the annual impairment test the recoverable amount for the CGU SimCorp
Axioma exceeded the carrying amount by €330.1 million. A decrease in the
average annual growth rate of net revenue to 7.6 per cent or an increase in
operating costs to 4.9 per cent or an increase in the discount rate by 0.4 per
cent or a reduction in the growth rate in perpetuity by 0.9 percent would result
in the recoverable amount being less than the carrying amount.
PDF (A4)
Deutsche Börse Group – Annual report 2023
160
Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Combined management report
Consolidated financial statements/notes
Consolidated income statement
Consolidated statement of
comprehensive income
Consolidated balance sheet
Consolidated cash flow statement
Consolidated statement of changes in equity
Notes to the consolidated financial statements
Notes on the consolidated income statement
Notes on the consolidated statement of
financial position
Other disclosures
Responsibility statement by
the Executive Board
Independent Auditor’s Report
Remuneration report
Further information
Key assumptions used for impairment tests in 2022
(Group of) CGUs
Goodwill
ISS
Eurex
Securities Services
Qontigo
Fund Services
360T
EEX
Xetra
Trade names and exchange licences
STOXX
ISS Core
Axioma
Nodal
360T Core
EEX Core
Kneip
Crypto Finance/ Digital Assets
360TGTX
Allocated book
value
m €
Risk-free
interest rate
%
Market risk
premium
%
Discount rate
%
Perpetuity
growth
rate
%
CAGR1
Net revenue
%
Operating costs
%
1,580.5
1,338.0
1,128.0
791.7
791.6
253.0
135.8
68.8
420.0
137.8
73.3
32.6
19.9
14.9
11.9
2.8
2.0
3.5
1.5
1.5
1.5
1.5
1.5
1.5
1.5
1.5
3.5
3.5
3.5
1.5
1.5
1.5
1.5
3.2
5.5
7.3
7.3
7.3
7.3
7.3
7.3
7.3
7.3
5.5
5.5
5.5
7.3
7.3
7.3
7.3
5.5
9.0
6.8
6.5
8.6
7.5
6.5
7.1
6.8
8.6
9.0
8.9
7.8
6.5
7.1
6.8
15.9
6.9
2.3
1.5
1.0
2.0
2.0
1.5
1.5
1.0
2.0
2.3
2.0
1.5
1.5
1.5
2.0
2.0
1.5
9.0
7.1
6.6
9.0
8.6
9.5
7.8
3.1
7.9
9.0
11.4
20.0
9.5
6.4
21.1
39.1
9.3
1) CAGR = compound annual growth rate in detailed planning period including the rate used to perpetuity
PDF (A4)
Deutsche Börse Group – Annual report 2023
5.2
3.6
3.5
8.4
7.5
7.7
5.4
4.8
9.6
5.2
6.8
10.8
8.0
4.7
9.3
10.8
4.7
161
Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Combined management report
Consolidated financial statements/notes
Consolidated income statement
Consolidated statement of
comprehensive income
Consolidated balance sheet
Consolidated cash flow statement
Consolidated statement of changes in equity
Notes to the consolidated financial statements
Notes on the consolidated income statement
Notes on the consolidated statement of
financial position
Other disclosures
Responsibility statement by
the Executive Board
Independent Auditor’s Report
Remuneration report
Further information
11 Property, plant and equipment
Measurement of right-of-use assets
Measurement of purchased property, plant and equipment
Depreciable items of property, plant and equipment are carried at cost less cu-
mulative depreciation. The straight-line depreciation method is used. The car-
rying amount is immediately written down to its recoverable amount if the car-
rying amount is higher than its recoverable amount. Costs of an item of prop-
erty, plant and equipment comprise all costs directly attributable to the pro-
duction process, as well as an appropriate proportion of production overheads.
No borrowing costs were recognised in the reporting period or in the previous
year as they could not be directly allocated to any particular development pro-
ject. If it is probable that the future economic benefits associated with an item
of property, plant and equipment will flow to the Group and the cost of the as-
set in question can be reliably determined, expenditure subsequent to acquisi-
tion is added to the carrying amount of the asset as incurred. The carrying
amounts of any parts of an asset that have been replaced are derecognised.
Repair and maintenance costs are expensed as incurred.
Useful life of property, plant and equipment
IT hardware
Operating and office equipment
Leasehold improvements
Depreciation period
3 to 5 years
5 to 19 years
Based on lease term
We lease a large number of different assets. These mainly include buildings
and cars. Right-of-use assets are measured at cost. Any accumulated depreci-
ation and impairment amounts are deducted from the cost of right-of-use as-
sets as part of subsequent measurement. This does not apply to short-term
leases with a term of not more than 12 months and leases for low-value as-
sets. Expenses in the reporting year resulting from the above-mentioned short-
term and low-value assets are reported in other operating expenses.
Useful life of property, plant and equipment
Right-of-use ̶ land and buildings
Right-of-use ̶ IT hardware, operating and office equipment as well as
carpool
Depreciation period
Based on lease term
Based on lease term
As a lessor in the case of an operating lease, we present the leased asset as
an item of property, plant and equipment and measure the asset at amortised
cost. The lease instalments received during the period are shown under other
operating income.
PDF (A4)
Deutsche Börse Group – Annual report 2023
162
Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Combined management report
Consolidated financial statements/notes
Consolidated income statement
Consolidated statement of
comprehensive income
Consolidated balance sheet
Consolidated cash flow statement
Consolidated statement of changes in equity
Notes to the consolidated financial statements
Notes on the consolidated income statement
Notes on the consolidated statement of
financial position
Other disclosures
Responsibility statement by
the Executive Board
Independent Auditor’s Report
Remuneration report
Further information
Property, plant and equipment (incl. Right-of-use assets)
in €m
Historical costs as at 1 Jan 2022
Acquisitions through business combinations
Disposals from change in scope of consolidation
Additions
Disposals
Reclassifications
Exchange rate differences
Historical costs as at 31 Dec 2022
Acquisitions through business combinations
Additions
Disposals
Reclassifications
Exchange rate differences
Historical costs as at 31 Dec 2023
Depreciation and impairment losses as at 1 Jan 2022
Amortisation
Impairment losses
Disposals from change in scope of consolidation
Disposals
Reclassifications
Exchange rate differences
Depreciation and impairment losses as at 31 Dec 2022
Amortisation
Impairment losses
Disposals
Reclassifications
Exchange rate differences
Depreciation and impairment losses as at 31 Dec 2023
Carrying amount as at 31 Dec 2022
Carrying amount as at 31 Dec 2023
PDF (A4)
Deutsche Börse Group – Annual report 2023
Land and build-
ings (right-of-
use)
Fixtures and
fittings
IT hardware, operating and office equipment
as well as carpool
Advance pay-
ments made and
construction
in proress
Total
588.1
4.9
0
52.2
– 2.3
9.1
1.3
653.3
32.0
32.5
– 8.1
– 4.4
– 5.8
699.5
150.1
69.6
0.7
0
– 1.0
– 2.4
– 0.7
216.3
69.9
0.2
– 8.1
– 5.5
0.5
273.3
437.0
426.2
112.3
0
0
5.3
– 2.4
– 5.4
0.6
110.4
1.7
7.6
– 10.1
10.0
– 0.5
119.1
55.3
8.5
0
0
– 0.9
2.4
– 0.2
65.1
9.2
0
– 10.1
5.6
– 0.1
69.7
45.3
49.4
Right-of-use
Purchased
17.5
0.2
0
5.5
– 0.1
0
0.3
23.4
0
4.7
– 3.9
0
– 0.3
23.9
11.7
4.0
0
0
– 0.1
0
0.3
15.9
4.5
0
– 3.9
0
– 0.1
16.4
7.5
7.5
372.6
0.4
– 0.4
88.7
– 23.8
– 2.1
0.5
435.9
3.3
34.0
– 63.4
0.9
– 0.7
410.0
288.2
45.9
0
– 0.4
– 23.3
0
0.2
310.6
54.6
0
– 63.4
– 0.2
– 0.6
301.0
125.3
109.0
Total
390.1
0.6
– 0.4
94.2
– 23.9
– 2.1
0.8
459.3
3.3
38.7
– 67.3
0.9
– 1.0
433.9
299.9
49.9
0
– 0.4
– 23.4
0
0.5
326.5
59.1
0
– 67.3
– 0.2
– 0.7
317.4
132.7
116.4
8.5
0
0
10.2
– 0.4
– 1.6
– 0.5
16.2
0.3
4.0
0
– 6.6
– 0.1
13.8
0
0
0
0
0
0
0
0
0
0
0
0
0
0
16.2
13.8
1,099.0
5.5
– 0.4
161.9
– 29.0
0
2.2
1,239.2
37.3
82.8
– 85.5
0
– 7.4
1,266.3
505.3
128.0
0.7
– 0.4
– 25.3
0
– 0.4
607.9
138.2
0.2
– 85.5
– 0.1
– 0.3
660.4
631.3
605.8
163
Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Combined management report
Consolidated financial statements/notes
Consolidated income statement
Consolidated statement of
comprehensive income
Consolidated balance sheet
Consolidated cash flow statement
Consolidated statement of changes in equity
Notes to the consolidated financial statements
Notes on the consolidated income statement
Notes on the consolidated statement of
financial position
Other disclosures
Responsibility statement by
the Executive Board
Independent Auditor’s Report
Remuneration report
Further information
The weighted average remaining term of leases is 10.4 years. For details re-
garding the corresponding lease liabilities, please see note 12.
12 Financial instruments
Financial assets
Additions and disposals
Financial assets are recognised when the Group or one of its companies be-
comes party to a financial instrument. Regular way purchases and sales of fi-
nancial assets are generally recognised and derecognised at the trade date.
Purchases and sales of debt instruments classified as “at amortised cost” and
of equities eligible for clearing via the central counterparties (CCPs) of
Deutsche Börse Group are recognised and derecognised at the settlement date.
Financial assets are derecognised when the contractual rights to the cash
flows expire or when the company transfers these rights in a transaction that
transfers substantially all risks and rewards of ownership of the financial as-
sets.
First-time measurement and classification
Financial assets are first recognised at fair value. For financial assets not at fair
value through profit or loss the recognised amount also includes transaction
costs that can be allocated directly to the acquisition of this asset. Transaction
costs of financial assets at fair value through profit or loss are expensed.
Financial assets are classified at the acquisition date, from which subsequent
measurement is derived. We assign financial assets to the following measure-
ment categories:
At fair value (either at “fair value through other comprehensive income”
(FVOCI) or “fair value through profit or loss” (FVPL))
At amortised cost (aAC)
Debt instruments are allocated on the basis of the business model for manag-
ing the financial assets and the contractual cash flow characteristics. Debt in-
struments are only reclassified if the business model for managing them is
changed. We do not make use of the option to designate debt instruments at
fair value through profit or loss upon initial recognition (fair value option).
Clearstream Banking S.A. acts as a principal in securities borrowing and lend-
ing transactions in the context of the ASLplus securities lending system and is
an intermediate between lender and borrower without becoming a contracting
party from an economic perspective. Consequently, these transactions are not
recognised in the consolidated balance sheet.
The classification of investments in equity instruments not held for trading de-
pends on whether the option of designating the corresponding financial assets
as at fair value through other comprehensive income (FVOCI option) is used on
initial recognition. Each individual equity instrument can be allocated sepa-
rately and may not be changed in subsequent periods.
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Deutsche Börse Group – Annual report 2023
164
Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Combined management report
Consolidated financial statements/notes
Consolidated income statement
Consolidated statement of
comprehensive income
Consolidated balance sheet
Consolidated cash flow statement
Consolidated statement of changes in equity
Notes to the consolidated financial statements
Notes on the consolidated income statement
Notes on the consolidated statement of
financial position
Other disclosures
Responsibility statement by
the Executive Board
Independent Auditor’s Report
Remuneration report
Further information
Subsequent measurement of debt instruments
We allocate each debt instrument to one of the following categories:
Amortised cost (aAC): Assets allocated to the “hold” business model and
whose cash flows consist solely of payments of principal and interest are
measured at amortised cost. Interest income from these financial assets is
measured using the effective interest method. Gains and losses from derec-
ognition, impairment and exchange rate movements are recognised through
profit or loss. Measurement effects are shown in banking business or non-
banking business depending on how the financial assets are allocated. For
financial assets from banking business all measurement effects are shown in
the treasury result of banking and similar business. Interest income from the
non-banking business is shown in the financial result. All other effects of
non-banking business are presented in result from financial investments. All
effects relating to the measurement of trade receivables are shown in other
operating income and expenses.
Fair value through other comprehensive income (FVOCI): Investments in
debt instruments allocated to the “hold and sell” business model and whose
cash flows consist solely of payments of principal and interest are measured
as at fair value through other comprehensive income. Impairments on these
debt instruments are recognised as result from financial investments through
profit or loss. On disposal of these debt instruments all the balances in the
revaluation surplus are reclassified to result from financial investments
through profit or loss. Interest income from fixed income debt securities in
this category are shown in the financial result.
Fair value through profit or loss (FVPL): Financial assets that do not meet
the criteria for measurement at amortised cost or at FVOCI, are measured at
FVPL and their measurement effects are shown in result from financial
investments. Distributions from fund interests are also shown in result from
financial investments. Interest income from fixed income bonds in this cate-
gory are shown in the financial result.
Subsequent measurement of equity instruments
As a rule, equity instruments are subsequently measured at fair value through
profit or loss (FVPL). For certain equity instruments we used the irrevocable
FVOCI option on acquisition, so that gains and losses there are recognised in
other comprehensive income. When the item is derecognised the gains and
losses are not recycled through profit or loss, but reclassified to retained earn-
ings. Dividends from these financial assets are shown in result from financial
investments.
Impairment
As a rule, any impairment for expected credit losses for debt instruments or
balances on nostro accounts for which the simplified impairment model does
not apply, and which are carried at amortised cost and at fair value through
other comprehensive income is determined using the three-stage impairment
model in IFRS 9. The losses represent a forward-looking measurement of
future losses that are generally subject to estimates.
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Deutsche Börse Group – Annual report 2023
165
Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Combined management report
Consolidated financial statements/notes
Consolidated income statement
Consolidated statement of
comprehensive income
Consolidated balance sheet
Consolidated cash flow statement
Consolidated statement of changes in equity
Notes to the consolidated financial statements
Notes on the consolidated income statement
Notes on the consolidated statement of
financial position
Other disclosures
Responsibility statement by
the Executive Board
Independent Auditor’s Report
Remuneration report
Further information
Stage 1: The impairment upon initial recognition is measured on the basis of
the expected losses in the event of default within the next twelve months af-
ter the reporting date.
Stage 2: If a financial asset's credit risk has increased significantly, the ex-
pected credit loss is determined over the entire term. A significant increase in
credit risk is determined individually using internal ratings. A significant in-
crease in the credit risk is assumed if an asset is downgraded by three levels
within the internal rating system.
Stage 3: Credit-impaired financial assets are allocated to Stage 3 and the im-
pairment is based on the full lifetime expected credit losses. This is the case
if there are observable data of significant financial difficulties and there is a
high risk of default, even if the definition of a default has not yet been met.
If the credit risk for debt instruments at amortised cost and at fair value
through profit or loss or for balances on nostro accounts for which the simpli-
fied impairment model does not apply, is low in absolute terms as at the re-
porting date, they remain in Stage 1 even if the default risk has increased.
We have the following two triggers to identify a default event and which cause
a transfer to Stage 3 of the model:
Legal default event: A contracting party of the Group is unable to fulfil its
contractual obligations due to its insolvency.
Contractual default event: A contracting party of the Group is unable or un-
willing to fulfil its contractual obligations in a timely manner. The non-fulfil-
ment of the contractual obligation could result in a financial loss for us.
We measure the expected credit losses for trade receivables using a simplified
approach, which requires lifetime expected losses to be recognised from initial
recognition of a receivable. Due to the high recovery rate for trade receivables
with a due date of less than 360 days, a default is assumed for amounts
which are overdue for more than 360 days.
A detailed list of expected credit losses is shown in note 24.
Financial liabilities
Additions and disposals
Financial liabilities are recognised when a Group company becomes a party to
the financial instrument. Purchases and sales of equities via the central coun-
terparty Eurex Clearing AG are recognised at the settlement date analogous to
financial assets. Financial liabilities are derecognised when the contractual ob-
ligation has been extinguished because it has been discharged or cancelled or
has expired.
Financial liabilities measured at amortised cost
Financial liabilities not held for trading are accounted for at amortised cost.
The borrowing costs associated with the placement of financial liabilities are
included in the carrying amount and accounted for using the effective interest
method if they are directly attributable. Discounts are amortised over the term
of the liabilities using the effective interest method. Liabilities for the acquisi-
tion of non-controlling shares settled in cash or another financial asset are rec-
ognised at the present value of the future purchase price. The effect of the pre-
sent value of accrued interest on the financial obligation and all measurement
changes in the obligation is subsequently measured through profit or loss. The
equity interest attributable to non-controlling shareholders underlying the
transaction is accounted for as if it had already been acquired at the time of
the transaction.
PDF (A4)
Deutsche Börse Group – Annual report 2023
166
Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Combined management report
Consolidated financial statements/notes
Consolidated income statement
Consolidated statement of
comprehensive income
Consolidated balance sheet
Consolidated cash flow statement
Consolidated statement of changes in equity
Notes to the consolidated financial statements
Notes on the consolidated income statement
Notes on the consolidated statement of
financial position
Other disclosures
Responsibility statement by
the Executive Board
Independent Auditor’s Report
Remuneration report
Further information
Financial liabilities measured at fair value through profit or loss
Contingent purchase payments recognised by the purchaser of a business
combination in accordance with IFRS 3 are not measured at amortised cost.
The resulting financial liabilities are recognised at fair value. With a contingent
purchase price component the purchaser is obliged to transfer additional as-
sets or shares to the seller if certain conditions are met. Subsequent measure-
ment is at fair value through profit or loss.
We do not make use of the option to designate financial liabilities at fair value
through profit or loss upon initial recognition (fair value option).
Our exposure to various risks associated with the financial instruments is dis-
cussed in note 24. The maximum exposure to credit risk at the end of the re-
porting period is the carrying amount of each class of financial assets men-
tioned above.
Presentation and netting of financial assets and liabilities
Financial assets and liabilities in the statement of financial position are divided
into non-current and current. They are presented as non-current if the remain-
ing term is more than twelve months as at the reporting date. They are pre-
sented as current assets if the remaining term is less than twelve months.
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 le-
gally 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 simultane-
ously.
Derivative financial instruments and hedge accounting
The derivative financial instruments we use include interest rate swaps, foreign
exchange swaps, foreign exchange forwards and foreign exchange options.
Derivatives are initially recognised at fair value on the date a derivative con-
tract is taken out. The Group applies the provisions of IFRS 9 to account for
hedges that meet the criteria for hedge accounting. When a hedging transac-
tion takes place the economic relationship between the hedging instrument
and the hedged item is documented in accordance with the requirements of
IFRS 9.
All other derivative transactions serve mainly to hedge foreign exchange risks
in economic hedging relationships. They are classified as “held for trading” for
accounting purposes and are remeasured at the end of each reporting period
at fair value through profit or loss. Depending on the type of transaction, gains
and losses from the subsequent measurement are either recognised in the re-
sult of treasury activities in banking business and similar business, in result
from financial investments or in the financial result.
PDF (A4)
Deutsche Börse Group – Annual report 2023
167
Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Combined management report
Consolidated financial statements/notes
Consolidated income statement
Consolidated statement of
comprehensive income
Consolidated balance sheet
Consolidated cash flow statement
Consolidated statement of changes in equity
Notes to the consolidated financial statements
Notes on the consolidated income statement
Notes on the consolidated statement of
financial position
Other disclosures
Responsibility statement by
the Executive Board
Independent Auditor’s Report
Remuneration report
Further information
Cash flow hedges that qualify for hedge accounting
As in the previous year, in the reporting year we used cash flow hedge ac-
counting for hedges of foreign exchange risk on highly likely transactions and
to hedge translation effects for monetary items within the Group. The cash
flow hedge used the previous year to hedge the interest rate risk of a planned
security issue was terminated when the bond issue was completed.
The effectiveness of the hedging relationship is assessed at the beginning and
over the entire duration of the hedging relationship to ensure that there is an
economic relationship between the hedging instrument and the hedged item.
This entails establishing hedging transactions in which all the relevant contrac-
tual parameters of the hedging instrument exactly match those of the hedged
item. Hedging of planned transactions may be ineffective if the timing of the
planned transaction differs from the original estimate. Ineffectiveness due to
changes in our default risk or that of the counterparty to the hedging transac-
tion is deemed to be negligible. Effectiveness is measured regularly as at the
reporting dates. The Group uses the hypothetical derivative method for this
purpose.
The effective portion of changes in the fair value of derivatives designated as
cash flow hedges is shown in the reserve for cash flow hedges as part of other
comprehensive income; it is limited to the cumulative absolute change in the
fair value of the hedged item value since the hedging transaction. Gains or
losses on the ineffective portion are recognised directly through profit or loss
either in the treasury result of banking and similar business or in result from
financial investments. The ineffective portion of interest rate hedges is recog-
nised either in the treasury result of banking and similar business or in the fi-
nancial result. If forward contracts are used to hedge planned transactions we
designate the entire change in the fair value of the forward, including the for-
ward component, as a hedging instrument. In this case the gains or losses
from the effective portion of the change in fair value for the entire future trans-
action are recognised in the reserve for cash flow hedges as a component of
equity. If the Group uses futures to hedge existing receivables and liabilities,
only the spot component of the future is designated. Gains or losses from the
effective portion of the change in the spot component of the future are shown
in the reserve for cash flow hedges.
Changes in the forward component of the hedging instrument that relates to
the hedged item are considered to be hedging costs and shown separately in
the reserve for hedging costs in other comprehensive income. The fair value of
the forward component not included in the hedging relationship at the time it
is designated is written off pro rata temporis over the period of the hedging re-
lationship. The amount written down is recycled from the reserve for hedging
costs to profit or loss.
Cumulative amounts in the reserve for cash flow hedges are reclassified ac-
cording to the following methodology:
If the cash flow hedges serve to hedge a planned transaction, the amount
from the hedging instrument that has accumulated in other comprehensive
income up to the acquisition date is derecognised from the reserve and
treated as part of the acquisition costs.
For cash flow hedges of existing receivables and liabilities, the amount that
has accumulated in the reserve for cash flow hedges is reclassified to profit
or loss in the periods in which there are changes in the hedged future cash
flows recognised through profit or loss.
If this amount is a loss, however, and the assumption is that all or part of
this loss cannot be recouped in future periods, then this amount is recog-
nised immediately through profit or loss.
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Deutsche Börse Group – Annual report 2023
168
Deutsche Börse Group – Annual report 2023
Reclassified amounts for foreign exchange hedges are either recognised in
the result of treasury activities in banking business and similar business or in
result from financial investments. For interest rate hedges recognition is ei-
ther in the treasury result of banking and similar business or in the financial
result.
When a hedging instrument expires or is sold or terminated, or when a hedge
no longer meets the criteria for hedge accounting, hedge accounting is discon-
tinued. However, the hedging relationship continues if it was designated as a
rolling hedge from the outset. To the extent that the expected transaction is
still considered to be highly probable, the expiring positions are replaced by
new hedging instruments. When the forecast transaction is no longer expected
to occur, the cumulative gain or loss and deferred costs of hedging that were
reported in equity are immediately reclassified to profit or loss.
Financial assets measured at fair value through other comprehensive
income
This item comprises strategic investments which we have irrevocably elected
to recognise at fair value through other comprehensive income in this category
at initial recognition. The carrying amount as at 31 December 2023 was
€222.7 million (2022: €182.8 million).
None of these financial assets was pledged as collateral. There was an in-
crease of €9.3 million in strategic equity investments in 2023 due to new in-
vestments.
Executive and Supervisory Board
Combined management report
Consolidated financial statements/notes
Consolidated income statement
Consolidated statement of
comprehensive income
Consolidated balance sheet
Consolidated cash flow statement
Consolidated statement of changes in equity
Notes to the consolidated financial statements
Notes on the consolidated income statement
Notes on the consolidated statement of
financial position
Other disclosures
Responsibility statement by
the Executive Board
Independent Auditor’s Report
Remuneration report
Further information
PDF (A4)
Deutsche Börse Group – Annual report 2023
169
Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Amounts recognised in other comprehensive income
Combined management report
in €m
Gains/(losses) recognised in other comprehensive income
Strategic investments
Debt instruments
Total
2023
2022
25.5
0
25.5
– 37.1
– 0.3
– 37.4
Consolidated financial statements/notes
Consolidated income statement
Consolidated statement of
comprehensive income
Consolidated balance sheet
Consolidated cash flow statement
Consolidated statement of changes in equity
Notes to the consolidated financial statements
Notes on the consolidated income statement
Notes on the consolidated statement of
financial position
Other disclosures
Responsibility statement by
the Executive Board
Independent Auditor’s Report
Remuneration report
Further information
Financial assets and liabilities measured at amortised cost
Composition of financial assets at amortised cost
in €m
Trade Receivables
of which expected losses
31 Dec 2023
31 Dec 20221
Non-current
Current
Total
Non-current
Current
Total
0
0
1,832.2
1,832.2
– 8.3
– 8.3
0
0
2,289.2
2,289.2
– 6.3
– 6.3
Other financial assets measured at amortised costs
1,801.9
18,046.2
19,848.0
1,894.7
18,670.8
20,565.5
Fixed income securities
Balances on nostro accounts
Money market lendings
Customer overdrafts from settlement business
Receivables from CCP balances
Other
of which expected losses
Restricted bank balances
Cash and other bank balances
Total
1) Previous year adjusted, see note 3.
219.2
436.4
1,975.2
1,782.1
436.4
1,756.0
0
0
0
0
45.8
– 0.4
0
0
16,407.1
16,407.1
390.5
341.5
251.5
– 2.3
390.5
341.5
297.3
– 2.7
53,669.4
53,669.4
1,655.1
1,655.1
0
0
0
0
112.7
– 0.4
0
0
522.9
613.4
2,305.0
613.4
16,272.6
16,272.6
130.1
130.1
1,076.6
1,076.6
55.2
– 1.5
167.9
– 1.9
93,538.3
93,538.3
1,275.6
1,275.6
1,801.9
75,202.8
77,004.7
1,894.7
115,773.9
117,668.6
PDF (A4)
Deutsche Börse Group – Annual report 2023
170
Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Combined management report
Consolidated financial statements/notes
Consolidated income statement
Consolidated statement of
comprehensive income
Consolidated balance sheet
Consolidated cash flow statement
Consolidated statement of changes in equity
Notes to the consolidated financial statements
Notes on the consolidated income statement
Notes on the consolidated statement of
financial position
Other disclosures
Responsibility statement by
the Executive Board
Independent Auditor’s Report
Remuneration report
Further information
Debt securities amounting to €600.1 million expired in 2023 (2022: €471.8
million). The amount of long-term listed debt securities includes collateral with
a nominal volume of €2.0 million (2022: €5.0 million).
triparty reverse repurchase agreements and in the form of overnight deposits at
central banks and other banks and shown as restricted bank balances. Gov-
ernment and government-guaranteed bonds with an external credit rating of at
least AA– are accepted as collateral for the reverse repurchase agreements.
Amounts reported separately under liabilities as cash deposits by market par-
ticipants are restricted. Such amounts are mainly invested via bilateral or
Composition of financial liabilities at amortised cost
in €m
Trade payables
Other liabilities at amortised costs
Bonds issued
Commercial Papers issued
Money market borrowings
Deposits from securities settlement business
Liabilities from CCP balances
Lease liabilities
Bank overdrafts
Other
Cash deposits from market participants
Total
1) Previous year adjusted, see note 3.
31 Dec 2023
31 Dec 20221
Non-current
Current
Total
Non-current
Current
Total
0
1,514.2
1,514.2
0
2,039.8
2,039.8
7,484.0
17,177.6
24,661.6
4,535.0
17,482.8
22,017.9
7,096.2
0
0
0
0
384.3
0
3.5
0
1,138.3
14.7
7,096.2
1,138.3
14.7
15,125.4
15,125.4
335.8
85.0
5.5
472.9
335.8
469.3
5.5
476.3
4,123.4
0
4,123.4
0
0
0
0
564.5
134.8
564.5
134.8
15,506.3
15,506.3
1,021.5
1,021.5
410.7
0
0.9
70.8
53.2
131.7
481.5
53.2
132.6
0
53,401.3
53,401.3
0
93,283.1
93,283.1
7,484.0
72,093.0
79,577.0
4,535.0
112,805.8
117,340.8
PDF (A4)
Deutsche Börse Group – Annual report 2023
171
Deutsche Börse Group – Annual report 2023
European Commodity Clearing AG guarantees the settlement of spot and de-
rivatives transactions at the trading venues of EEX group and the connected
partner exchanges.
Nodal Clear, LLC, as part of the Nodal Exchange Group, is a Derivatives
Clearing Organisation (DCO) registered in the United States and is the central
counterparty for all transactions executed on Nodal Exchange.
Executive and Supervisory Board
Combined management report
Consolidated financial statements/notes
Consolidated income statement
Consolidated statement of
comprehensive income
Consolidated balance sheet
Consolidated cash flow statement
Consolidated statement of changes in equity
Notes to the consolidated financial statements
Notes on the consolidated income statement
Notes on the consolidated statement of
financial position
Other disclosures
Responsibility statement by
the Executive Board
Independent Auditor’s Report
Remuneration report
Further information
Deutsche Börse AG issued three corporate bonds to finance the acquisition of
SimCorp in 2023, which are shown in the following table:
Issued Bonds
ISIN
DE000A351ZR8A
DE000A351ZS6A
DE000A351ZT4A
Due date
Annual coupon Notional volumes
September 2026
September 2029
September 2033
%
3.88
3.75
3.88
€m
1,000
750
1,250
The financial liabilities recognised on the balance sheet were not secured by
liens or similar rights as at 31 December 2023 or as at 31 December 2022.
Financial assets and liabilities measured at fair value through profit or loss
Financial instruments of the central counterparties
Eurex Clearing AG, European Commodity Clearing AG and Nodal Clear, LLC all
act as central counterparties:
Eurex Clearing AG guarantees the settlement of all transactions involving fu-
tures and options on Eurex Germany. It also guarantees the settlement of all
transactions for Eurex Repo (repo trading platform) and certain exchange
transactions in equities on Frankfurter Wertpapierbörse (FWB, the Frankfurt
Stock Exchange). Eurex Clearing AG also guarantees the settlement of off-or-
der-book trades entered for clearing in the trading systems of the Eurex ex-
changes, Eurex Bonds, Eurex Repo and the Frankfurt Stock Exchange. In ad-
dition, Eurex Clearing AG clears over-the-counter (OTC) interest rate deriva-
tives and securities lending transactions, where these meet the specified no-
vation criteria.
PDF (A4)
Deutsche Börse Group – Annual report 2023
172
Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Combined management report
Consolidated financial statements/notes
Consolidated income statement
Consolidated statement of
comprehensive income
Consolidated balance sheet
Consolidated cash flow statement
Consolidated statement of changes in equity
Notes to the consolidated financial statements
Notes on the consolidated income statement
Notes on the consolidated statement of
financial position
Other disclosures
Responsibility statement by
the Executive Board
Independent Auditor’s Report
Remuneration report
Further information
The transactions of the clearing houses are only executed between the respec-
tive clearing house and a clearing member. Purchases and sales of equities
and bonds via the Eurex Clearing AG central counterparty 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 de-
rivatives), 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. Therefore, futures and OTC interest rate
derivatives are not reported in the consolidated balance sheet. “Traditional” op-
tions, for which the buyer must pay the option premium in full upon purchase,
are carried in the consolidated balance sheet at fair value. Receivables and lia-
bilities from repo transactions and from cash-collateralised securities lending
transactions are classified as held for trading and carried at fair value.
The fair values recognised in the consolidated balance sheet are based on
daily settlement prices, which the clearing houses determine and publish ac-
cording to the rules defined in the contract specifications.
Composition of financial instruments held by central counterparties
in €m
Repo transactions
Options
Total
thereof non-current
thereof current
31 Dec 2023 31 Dec 2022
118,074.6
109,687.8
27,498.0
29,323.4
145,572.5
139,011.2
7,667.6
9,078.4
137,904.9
129,932.8
Receivables and liabilities that may be offset against a clearing member are re-
ported on a net basis. Financial liabilities of €563.0 million were eliminated
because of intra-Group GC Pooling transactions (31 December 2022: €364.0
million).
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Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Other financial assets and liabilities at FVPL
Combined management report
Other financial assets and liabilities measured at fair value through profit or loss
Consolidated financial statements/notes
Consolidated income statement
Consolidated statement of
comprehensive income
Consolidated balance sheet
Consolidated cash flow statement
Consolidated statement of changes in equity
Notes to the consolidated financial statements
Notes on the consolidated income statement
Notes on the consolidated statement of
financial position
Other disclosures
Responsibility statement by
the Executive Board
Independent Auditor’s Report
Remuneration report
Further information
in €m
Derivatives
Derivatives designated as cash flow hedges
Derivatives not designated as hedges
Miscellaneous financial assets
Strategic investments
Fund units and other financial instruments
Total other financial assets
Derivatives
Derivatives designated as cash flow hedges
Derivatives not designated as hedges
Miscellaneous financial liabilities
Contingent consideration
Total other financial liabilities
The fund interests include collateral of €8.0 million (31 December 2022:
€8.0 million). As of 31 December 2023 there were foreign currency deriva-
tives not designated as part of a hedging relationship with a term of less than
two months with a nominal volume of €4,006.7 million (31 December 2022 :
€5,552.3 million with a term of less than six months). Of the total, €2,596.0
million (31 December 2022: €1,554.6 million) relate to foreign exchange de-
rivatives with a positive fair value and €1,410.7 million (31 December 2022:
€3,997.7 million) to derivatives with a negative fair value. These foreign cur-
rency derivatives are mainly used to convert payments received in US dollars
into euros for liquidity management purposes and also as an alternative to un-
secured deposits and loans, to hedge the unsecured counterparty risk and li-
quidity risk in everyday liquidity management.
Carrying amount 31.12.2023
Carrying amount 31.12.2022
Non-current
Current
Total
Non-current
Current
0.2
0
0.2
178.0
102.3
75.8
178.2
50.8
0
50.8
0.3
0.3
51.1
17.6
5.3
12.3
14.3
1.1
13.2
31.9
15.9
9.9
6.0
0.1
0.1
16.0
17.8
5.3
12.5
192.3
103.4
88.9
210.1
66.6
9.9
56.7
0.4
0.4
67.0
0.9
0
0
165.9
94.3
71.7
166.8
26.8
26.8
0
6.1
6.1
14.8
5.4
9.3
1.0
0
1.0
15.8
119.0
0
119.0
0.3
0.3
32.9
119.3
152.2
Total
15.7
5.4
9.3
167.0
94.3
72.7
182.6
145.8
26.8
119.0
6.4
6.4
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Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Amounts recognised in profit or loss
Hedging transactions in cash flow hedges
Combined management report
in €m
Consolidated financial statements/notes
Consolidated income statement
Consolidated statement of
comprehensive income
Consolidated balance sheet
Consolidated cash flow statement
Consolidated statement of changes in equity
Net gain/(loss) from derivatives not designated as hedges
Net gain/(loss) from cash flow hedges
Net gain/(loss) from cash flow IRS hedges
Net gain/(loss) from other financial assets measured at fair
value through profit or loss
Distributions from fund units
Net gain/(loss) from other financial liabilities measured at fair
value through profit or loss
Notes to the consolidated financial statements
Total
Notes on the consolidated income statement
Notes on the consolidated statement of
2023
– 90.0
– 2.7
0
– 4.4
0.6
– 9.5
– 106.0
financial position
Other disclosures
Responsibility statement by
the Executive Board
Independent Auditor’s Report
Remuneration report
Further information
Cash flow hedges that qualify for hedge accounting
We enter into cash flow hedges to hedge existing or future transactions. The
hedged items covered by hedge accounting consist of internal Group loans and
highly probable planned transactions.
The effects of foreign currency hedging instruments on the financial position
and financial performance is as follows:
The foreign exchange forwards designated as hedging instruments are for US
dollars and are in the same currency as the internal foreign exchange transac-
tions and the highly probable future transactions. Therefore, the hedge ratio is
1:1. The foreign exchange hedging transactions in US dollars are due in
2024.
2022
74.5
– 1.1
Foreign exchange derivative in USD
Positive market value
3.8
Carrying amount in €m
Notional amount in USDm
– 4.9
11.4
– 4.6
79.1
Cumulative change in value of hedged items used to deter-
mine the ineffectiveness of the hedging relationship in €m
Weighted average hedge rate for hedging instruments
Negative market value
Carrying amount in €m
Notional amount in USDm
Cumulative change in value of hedged items used to deter-
mine the ineffectiveness of the hedging relationship in €m
Weighted average hedge rate for hedging instruments
2023
2022
5.3
159.0
5.3
1.1
9.9
227.0
4.3
1.2
5.4
156.0
5,4
1.0
26.8
340.8
24.9
1.2
Interest rate hedges with a nominal volume of €2,000.0 million and foreign
exchange hedges with a nominal volume of US$ 113.8 million expired in
2023.
The revaluation surplus for cash shown in other comprehensive income relates
to the following hedging instruments:
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Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Cash flow hedge reserve
Combined management report
in €m
Consolidated financial statements/notes
Consolidated income statement
Consolidated statement of
comprehensive income
Consolidated balance sheet
Consolidated cash flow statement
Consolidated statement of changes in equity
Notes to the consolidated financial statements
Notes on the consolidated income statement
Notes on the consolidated statement of
financial position
Other disclosures
Responsibility statement by
the Executive Board
Independent Auditor’s Report
Remuneration report
Further information
Balance as at 1 Jan 2022
Change in fair value of hedging instruments recognised in OCI
Hedging costs deferred and recognised in other comprehensive income
Reclassification to profit or loss
Settlement
Balance as at 31 Dec 2022
Change in fair value of hedging instruments recognised in OCI
Hedging costs deferred and recognised in other comprehensive income
Reclassification to profit or loss
Settlement
Balance as at 31 Dec 2023
Cost of hedging
reserve
Reserve for
cash flow
hedges foreign
currency deriva-
tives
Reserve for
cash flow
hedges interest
rate swaps
0.9
0
– 2.0
3.6
0
2.5
0
– 4.8
3.3
– 0.6
0.3
0.2
– 9.9
0
15.3
– 0.2
5.4
5.3
0
0
– 5.4
5.3
11.6
51.6
0
– 4.8
0
58.4
36.8
0
– 7.8
0
87.5
Total
12.6
41.7
– 2.0
14.2
– 0.2
66.3
42.1
– 4.8
– 4.5
– 6.0
93.1
The separate amount in the cost of hedging reserve comprises the forward
component of forward contracts. The separated costs relate to over-time
hedged items in the form of loans to Group companies. The amounts in the
reserve for cash flow hedges relating to interest rate swaps are reversed pro
rata temporis until April 2032.
Fair value hierarchy
Level 1: Financial instruments with a quoted price for identical assets and li-
abilities in an active market.
Level 2: Financial instruments with no quoted prices for identical instru-
ments on an active market and whose fair value is determined using valua-
tion methods based on observable market parameters.
Level 3: Financial instruments where the fair value is determined using one
or more unobservable significant inputs. This does not apply to listed equity
instruments
The financial assets measured at fair value includes financial assets and liabil-
ities at the following three hierarchy levels:
There were no transfers between levels for recurring fair value measurements
during the year under review.
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176
Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Combined management report
Consolidated financial statements/notes
Consolidated income statement
Consolidated statement of
comprehensive income
Consolidated balance sheet
Fair value hierarchy
in €m
Fair value as at
31 Dec 2023
thereof attributable to:
Level 1
Level 2
Level 3
Financial assets measured at fair value through other comprehensive income (FVOCI)
Strategic investments
222.7
75.2
0
147.5
Consolidated cash flow statement
Financial assets measured at fair value through profit or loss (FVPL)
Consolidated statement of changes in equity
Notes to the consolidated financial statements
Notes on the consolidated income statement
Notes on the consolidated statement of
financial position
Other disclosures
Responsibility statement by
the Executive Board
Independent Auditor’s Report
Remuneration report
Further information
Non-current financial instruments held by central counterparties
Other non-current financial assets
Current financial instruments held by central counterparties
Other current financial assets
Total assets
Financial liabilities measured at fair value through profit or loss (FVPL)
Non-current financial instruments held by central counterparties
Other non-current financial liabilities
Current financial instruments held by central counterparties
Other current financial liabilities
Total liabilities
7,667.6
178.2
0
7,667.6
0
20.3
0
157.9
137,904.9
0
137,904.9
31.9
12.0
17.6
0
2.3
146,005.3
107.5
145,590.1
307.6
7,667.6
51.1
137,341.9
16.0
145,076.5
0
0
0
0
0
7,667.6
0
137,341.9
15.9
145,025.4
0
51.1
0
0.1
51.2
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177
Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Combined management report
Consolidated financial statements/notes
Consolidated income statement
Consolidated statement of
comprehensive income
Consolidated balance sheet
Consolidated cash flow statement
Consolidated statement of changes in equity
Notes to the consolidated financial statements
Notes on the consolidated income statement
Notes on the consolidated statement of
financial position
Other disclosures
Responsibility statement by
the Executive Board
Independent Auditor’s Report
Remuneration report
Further information
Fair value hierarchy previous year
in €m
Financial assets measured at fair value through other comprehensive income (FVOCI)
Strategic investments
Financial assets measured at fair value through profit or loss (FVPL)
Non-current financial instruments held by central counterparties
Other non-current financial assets
Current financial instruments held by central counterparties
Other current financial assets
Total assets
Financial liabilities measured at fair value through profit or loss (FVPL)
Non-current financial instruments held by central counterparties
Other non-current financial liabilities
Current financial instruments held by central counterparties
Other current financial liabilities
Total liabilities
Fair value as at
31 Dec 2022
thereof attributable to:
Level 1
Level 2
Level 3
182.8
39.31
0
143.51
9,078.4
167.0
129,932.8
15.8
0
9,078.4
0
12.51
0.0
154.41
0
0
129,932.8
14.8
0
1.0
139,376.8
51.81
139,026.1
298.91
9,078.4
32.9
129,568.8
119.3
138,799.5
0
0
0
0
0
9,078.4
26.8
129,568.8
119.0
138,793.0
0
6.1
0
0.3
6.4
1) Strategic investments (FVOCI) of €39.3 million and non-current financial assets (FVPL) of €1.6 million were measured as at 31 December 2022 on the basis of available market prices and so are classified as Level 1.The
disclosures on Level 3 as at 31 December 2022 were adjusted accordingly.
The other non-current and current assets and liabilities included in the Level 2
hierarchy include foreign currency forwards. The basis for measuring the mar-
ket value of the foreign currency forwards is the forward rate at the reporting
date for the remaining term. They are based on observable market prices. The
basis for measuring the market value of financial instruments held by central
counterparties are market transactions for identical or similar assets on non-
active markets and option pricing models based on observable prices.
The following table presents the valuation techniques, including material un-
observable inputs, used to determine the fair value of Level 3 financial instru-
ments (FVPL).
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178
Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Measurement methods and inputs for the fair value hierarchy Level 3
Combined management report
Financial instrument
Measurement method
Material unobservable inputs
Derivatives
Internal Black-Merton-Scholes
option pricing model
Value of equity
Riskfree interest rate
Volatility
Dividend yield
Connection between material unobservable in-
puts and fair value measurement
The estimated fair value would go up (down), if:
- the expected value of the equity were lower
(higher)
- the risk-free interest rate were lower (higher)
- the volatility were higher (lower)
- dividend yields were higher (lower)
Strategic investments
Adjusted prices for assets on inactive
markets
Measurement by means of price adjustments for assets on inactive mar-
kets A descriptive sensitivity analysis is not used here for this reason.
n.a.
Interests in institutional
investment funds
Net asset value
These investments include private equity funds and alternative invest-
ments held by Deutsche Börse Group. They are valued by the fund
manager based on net asset value. Net asset value is determined using
non-public information from the respective private equity managers.
Deutsche Börse Group only has limited insight into the specific inputs
used by the fund managers; a descriptive sensitivity analysis is there-
fore not used here.
n.a.
Contingent purchase price
components
Discounted cash flow model
Value of equity
The estimated fair value would go up (down), if
the expected value of the equity were higher
(lower)
The following table shows the reconciliation from opening to closing balance
for the fair value of Level 3 financial instruments.
Consolidated financial statements/notes
Consolidated income statement
Consolidated statement of
comprehensive income
Consolidated balance sheet
Consolidated cash flow statement
Consolidated statement of changes in equity
Notes to the consolidated financial statements
Notes on the consolidated income statement
Notes on the consolidated statement of
financial position
Other disclosures
Responsibility statement by
the Executive Board
Independent Auditor’s Report
Remuneration report
Further information
PDF (A4)
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179
Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Combined management report
Consolidated financial statements/notes
Consolidated income statement
Consolidated statement of
comprehensive income
Consolidated balance sheet
Consolidated cash flow statement
Consolidated statement of changes in equity
Notes to the consolidated financial statements
Notes on the consolidated income statement
Notes on the consolidated statement of
financial position
Other disclosures
Responsibility statement by
the Executive Board
Independent Auditor’s Report
Remuneration report
Further information
Changes in level 3 financial instruments
Assets
Liabilities
in €m
Balance as at 1 Jan 2022
Additions
Disposals
Unrealised capital losses recognised in profit or loss
Changes recognised in the revaluation surplus
Unrealised effects from currency translation recognised in equity
Gains/(losses) recognised in equity
Balance as at 31 Dec 2022
Changes from business combinations
Additions
Disposals
Reclassifications
Realised capital gains/(losses) recognised in profit or loss
Unrealised capital losses recognised in profit or loss
Changes recognised in the revaluation surplus
Unrealised effects from currency translation recognised in equity
Balance as at 31 Dec 2023
Financial assets measured at fair value
through other comprehensive income1
Financial assets measured at fair value
through profit or loss1
Financial liabilities measured at fair
value through profit or loss
139.2
1.6
– 7.3
0
8.6
1.6
– 0.3
143.5
4.8
9.3
0
0.9
0
0
– 7.2
– 3.8
147.5
153.2
25.1
– 3.7
– 10.1
0
4.0
0
155.4
0
22.7
– 0.5
– 0.9
0
– 16.6
0
0
160.2
1.9
0
0
4.7
0
0
0
6.4
0
54.0
– 15.2
0
– 0.3
6.2
0
0
51.2
1) Strategic investments (FVOCI) of €39.3 million and non-current financial assets (FVPL) of €1.6 million were measured as at 31 December 2022 on the basis of available market prices and so are classified as Level 1.The
disclosures on Level 3 as at 31 December 2022 were adjusted accordingly.
The change in financial assets measured at FVOCI is mainly due to the
acquisition of strategic investments in the amount of €9.3 million and positive
valuation effects in the amount of €7.2 million, which were recognised in the
revaluation surplus with no effect on profit or loss. In addition to the
acquisition of fund shares in the amount of €4.7 million and convertible bonds
in the amount of €14.2 million measured at FVPL, negative valuation effects
in the amount of €16.6 million resulted. The increase in other non-current
liabilities measured at FVPL is mainly due to the first time recognition of
derivatives that were not in the money on the balance sheet date.
The unobservable inputs can generally consist of a range of values that are
considered probable. The sensitivity analysis determines the fair values of the
financial instruments using input factors that lie at the lower or upper limit of
the possible range. The fair values of the Level 3 financial instruments would
change as follows when using these inputs:
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180
Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Combined management report
Consolidated financial statements/notes
Consolidated income statement
Consolidated statement of
comprehensive income
Consolidated balance sheet
Consolidated cash flow statement
Consolidated statement of changes in equity
Notes to the consolidated financial statements
Notes on the consolidated income statement
Notes on the consolidated statement of
financial position
Other disclosures
Responsibility statement by
the Executive Board
Independent Auditor’s Report
Remuneration report
Further information
Sensitivity analysis of the financial assets and financial liabilities allocated to Level 3 depending
on unobservable input parameters.
Change input paramter1
Fair value change
Increase
€m
Decrease
€m
The financial assets measured at amortised cost held by us include debt in-
struments with a fair value of €1,891.2 million (31 December 2022:
€2,157.4 million), The fair value of the debt instruments was determined by
reference to published price quotations in an active market. The securities
were allocated to level 1.
Financial liabilities
Derivatives
Expected value of equity (10%
change)
Volatility(10% change)
– 14.5
12.0
21.3
– 11.0
1) A possible change in one of the significant unobservable input factors with the other input factors remaining
unchanged would have the effects shown in the table above.
The bonds issued by us have a fair value of €6,953.4 million (31 December
2022: €3,635.3 million) and are disclosed under liabilities measured at
amortised cost. The fair value of such instruments is based on the debt instru-
ments’ quoted prices. Due to insufficient market liquidity, the debt securities
were allocated to Level 2.
The fair values of the other financial assets and liabilities not measured at fair
value were determined as follows:
The financial instrument’s carrying amount represents a reasonable approxi-
mation of fair value for all other positions.
Offsetting financial instruments
Gross presentation of offset financial instruments held by central counterparties
in €m
Financial assets from repo transactions
Financial liabilities from repo transactions
Financial assets from options
Financial liabilities from options
Gross amount of financial
instruments
Gross amount of offset financial
instruments
Net amount of financial
instruments
31 Dec 2023 31 Dec 2022 31 Dec 2023 31 Dec 2022 31 Dec 2023 31 Dec 2022
251,971.3
163,774.7
– 133,896.7
– 54,086.9
118,074.6
109,687.8
– 251,408.3
– 163,410.7
133,896.7
54,086.9
– 117,511.6
– 109,323.8
84,622.7
96,580.1
– 57,124.7
– 67,256.7
27,498.0
29,323.4
– 84,622.7
– 96,580.1
57,124.7
67,256.7
– 27,498.0
– 29,323.4
PDF (A4)
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181
Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Combined management report
Consolidated financial statements/notes
Consolidated income statement
Consolidated statement of
comprehensive income
Consolidated balance sheet
Consolidated cash flow statement
Consolidated statement of changes in equity
Notes to the consolidated financial statements
Notes on the consolidated income statement
Notes on the consolidated statement of
financial position
Other disclosures
Responsibility statement by
the Executive Board
Independent Auditor’s Report
Remuneration report
Further information
Cash or securities held as collateral by central counterparties
Composition of collateral held by central counterparties
As the clearing houses of the Deutsche Börse Group guarantee the settlement
of all traded contracts, 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 collat-
eral. Losses calculated on the basis of current prices and potential future price
risks are covered up to the date of the next collateral payment.
In addition to these daily collateral payments, each clearing member must
make contributions to the respective default fund (for further details, see “Risk
report” section in the combined management report). Cash collateral is re-
ported in the consolidated balance sheet under “cash deposits by market par-
ticipants” and the corresponding amounts under “restricted bank balances”.
Securities collateral is generally not derecognised by the clearing member
providing the collateral, as the opportunities and risks associated with the se-
curities are not transferred to the secure party. Recognition at the secure party
is only permissible if the clearing member providing the transfer is in default
according to the underlying contract.
The aggregate margin calls based on the executed transactions and default
fund requirements after haircuts was €100,990.9 million as at the reporting
date (2022: €155,339.1 million), collateral totalling €122,728.5 million
(2022: €182,104.6 million) was actually deposited.
in €m
31 Dec 2023 31 Dec 2022
Cash collateral (cash deposits)1,3
Securities and book-entry securities collateral2,3
Total
53,318.6
93,067.7
69,409.9
89,036.9
122,728.5
182,104.6
1) The amount includes the clearing fund totalling €6,292.8 million (2022: €7,580.5 million),
2) The amount includes the clearing fund totalling €2,709.7 million (2022: €2,481.6 million),
3) The collateral value is determined on the basis of the fair value less a haircut
13 Contract balances
The Group has recognised the following assets and liabilities from contracts
with customers:
Contract balances
31.12.2023
31.12.2022
in €m
non-cur-
rent
current
Total non-cur-
rent
current
Total
Contract costs
10.5
11.0
21.5
Contract assets
259.6
87.8
347.4
5.7
0
8.5
14.2
0
0
Contract liabilities
11.9
203.0
214.8
13.6
172.0
185.6
Contract costs are “incremental costs of obtaining a contract” within the mean-
ing of IFRS 15 and include sales commissions. The Group only recognises the
costs of obtaining a contract as an asset for multi-year contracts. The recog-
nised costs are amortised in line with revenue recognition. Total amortisation
came to €7.9 million in 2023 (2022: €5.2 million) and is shown in the con-
solidated income statement under depreciation, amortisation and impairment
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182
Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Combined management report
Consolidated financial statements/notes
Consolidated income statement
Consolidated statement of
comprehensive income
Consolidated balance sheet
Consolidated cash flow statement
Consolidated statement of changes in equity
Notes to the consolidated financial statements
Notes on the consolidated income statement
Notes on the consolidated statement of
financial position
Other disclosures
Responsibility statement by
the Executive Board
Independent Auditor’s Report
Remuneration report
Further information
losses. Contract costs are presented in the consolidated statement of financial
position in the items “Other non-current assets” and “Other current assets”.
14 Other current assets
Contract assets represent a legal right to consideration for software that has al-
ready been transferred to customers under subscription agreements with future
payments. The increase is due to the SimCorp acquisition. Contract assets are
presented in the consolidated statement of financial position in the items
“Other non-current assets” and “Other current assets”.
Contract liabilities are generally advance payments by customers for perfor-
mance obligations that have not yet been satisfied in full. The €177.8 million
included in contract liabilities as at 31 December 2022 was recognised as rev-
enue in the financial year 2023. The increase in contract liabilities is mainly
due to changes in the basis of consolidation of €39.8 million from the
SimCorp acquisition. Contract liabilities are presented in the consolidated
statement of financial position in the items “Other non-current liabilities” and
“Other current liabilities”.
The total transaction price allocated to performance obligations that have not
been satisfied in full as at 31 December 2023 for multi-year contracts that are
not invoiced on a variable basis as performance obligations are satisfied is
€1,080.2 million (2022: €179.8 million), We anticipate that €322.4 million
(2022: €58.5 million) of the transaction price will be recognised as revenue in
the next reporting period. The remaining €757.8 million will be recognised in
subsequent financial years. The significant increase is mainly due to changes
in the basis of consolidation from the SimCorp acquisition.
Composition of other current assets
in €m
31 Dec 2023 31 Dec 2022
Other receivables from CCP transactions (commodities)
Prepaid expenses
Contractual assets
Tax receivables (excluding income taxes)
Interest receivables on taxes
Contract costs
Crypto assets
Miscellaneous
Total
721.5
126.9
87.8
60.6
40.2
11.0
7.9
9.7
2,133.6
127.9
0
26.1
9.2
8.5
7.6
30.4
1,065.4
2,343.3
The decline in other current assets results almost exclusively from the decline
in receivables from the CCP business in connection with physical commodity
deliveries on the spot markets, which were subject to high volatility at year-
end 2022. Other current liabilities also fell correspondingly, see note 20.
These receivables do not belong to the financial assets, as the claims do not
include receipts of cash or cash equivalents but are claims to physical deliver-
ies of commodities.
PDF (A4)
Deutsche Börse Group – Annual report 2023
183
Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Combined management report
Consolidated financial statements/notes
Consolidated income statement
Consolidated statement of
comprehensive income
Consolidated balance sheet
Consolidated cash flow statement
Consolidated statement of changes in equity
Notes to the consolidated financial statements
Notes on the consolidated income statement
Notes on the consolidated statement of
financial position
Other disclosures
Responsibility statement by
the Executive Board
Independent Auditor’s Report
Remuneration report
Further information
15 Equity
Contingent capital
Changes in equity are presented in the consolidated statement of changes in
equity. As at 31 December 2023 the number of no-par value registered shares
of Deutsche Börse AG in issue was 190,000,000 (31 December 2022:
190,000,000).
Subject to the agreement of the Supervisory Board, the Executive Board is au-
thorised to increase the subscribed share capital by the following amounts:
Composition of contingent capital
Number shares Date of authori-
sation by the
shareholders
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 I1
19,000,000 19 May 2021 18 May 2026 n.a.
Authorised share
capital II1
19,000,000 19 May 2020 18 May 2025
for cash at an issue price
not significantly lower than
the stock exchange price,
up to a maximum amount
of 10 per cent of the nom-
inal capital.
against non-cash contribu-
tions for the purpose of ac-
quiring companies, parts
of companies, interests in
companies, or other as-
sets.
Authorised share
capital III1
Authorised share
capital IV1
19,000,000 19 May 2020 18 May 2024 n.a.
19,000,000 18 May 2022 17 May 2027 n.a.
1) Shares may only be issued, excluding shareholders’ pre-emptive subscription rights, provided that the
aggregate amount of new shares issued excluding shareholders' pre-emptive rights during the term of the
authorisation (including under other authorisations) does not exceed 10 per cent of the issued share capital.
By resolution of the Annual General Meeting of 8 May 2019, the Executive
Board is authorised, subject to the consent of the Supervisory Board, to issue
in the period until 7 May 2024 on one or several occasions convertible bonds
and/or warrant-linked bonds or a combination of such instruments with a total
principal amount of up to €5,000,000,000 with or without a limited term and
to grant holders or creditors of such bonds conversion or option rights, respec-
tively, to acquire new no-par value registered shares in Deutsche Börse AG
representing a notional interest in the share capital of up to €17,800,000, as
stipulated in the terms and conditions of convertible bonds or the terms and
conditions of the warrants attaching to the warrant-linked bonds.
The Executive Board is authorised, subject to the consent of the Supervisory
Board, to exclude the subscription rights of the shareholders in relation to
bonds with conversion or option rights to acquire shares in Deutsche Börse AG
in the following cases: The Executive Board is authorised, subject to the ap-
proval of the Supervisory Board, to exclude shareholders’ pre-emptive rights to
bonds with conversion or option rights to shares of Deutsche Börse AG in the
following cases: (i) to avoid fractional amounts, (ii) when the issue price of a
bond is not materially below the theoretical fair value determined in accord-
ance with recognised financial techniques and the total number of shares at-
tributable 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 subscription rights to offset any 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 15 ff. of
the Aktiengesetz (AktG, German Stock Corporation Act). Accordingly, the share
capital was contingently increased by up to €17,800,000 (contingent capital
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Deutsche Börse Group – Annual report 2023
184
Deutsche Börse Group – Annual report 2023
2019). To date, the authorisation to issue convertible bonds and/or bonds
with warrants has not been exercised.
Development of treasury shares
in numbers of shares
There were no further subscription rights to shares as at 31 December 2023
or 31 December 2022.
In November 2023, Deutsche Börse AG announced a share buyback program
for 2024 based on the authorisation granted by the Annual General Meeting
on 8 May 2019. In the period up to 3 May 2024 at the latest, up to
14,000,000 shares in the company are to be repurchased at a total cost of up
to €300 million (excluding incidental acquisition costs).
The development of treasury shares is shown in the following overview:
Treasury shares, beginning of the fiscal year
Issuance under share-based payments and employee share programs
Own shares as consideration
Treasury shares, end of fiscal year
2023
6,261,055
– 129,872
– 1,243,643
4,887,540
As part of the acquisition of non-controlling interests, 1,243,643 own shares
were used as consideration. In addition, 129,872 own shares were sold to
employees as part of the employee participation programme (Group Share
Plan, GSP), see note 18.
Executive and Supervisory Board
Combined management report
Consolidated financial statements/notes
Consolidated income statement
Consolidated statement of
comprehensive income
Consolidated balance sheet
Consolidated cash flow statement
Consolidated statement of changes in equity
Notes to the consolidated financial statements
Notes on the consolidated income statement
Notes on the consolidated statement of
financial position
Other disclosures
Responsibility statement by
the Executive Board
Independent Auditor’s Report
Remuneration report
Further information
PDF (A4)
Deutsche Börse Group – Annual report 2023
185
Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Combined management report
Consolidated financial statements/notes
Consolidated income statement
Consolidated statement of
comprehensive income
Consolidated balance sheet
Consolidated cash flow statement
Consolidated statement of changes in equity
Notes to the consolidated financial statements
Notes on the consolidated income statement
Notes on the consolidated statement of
financial position
Other disclosures
Responsibility statement by
the Executive Board
Independent Auditor’s Report
Remuneration report
Further information
Revaluation surplus
Revaluation surplus
in €m
Balance as at 1 Jan 2022 (gross)
Changes from defined benefit obligations
Fair value measurement
Changes from share-based payments
Balance as at 31 Dec 2022 (gross)
Changes from defined benefit obligations
Changes from share-based payments
Balance as at 31 Dec 2023 (gross)
Deferred taxes
Balance as at 1 Jan 2022
Reversals
Balance as at 31 Dec 2022
Additions
Balance as at 31 Dec 2023
Balance as at 1 Jan 2022 (net)
Balance as at 31 Dec 2022 (net)
Balance as at 31 Dec 2023 (net)
Share-based
payments
Equity investments
measured at FVOCI
Cash flow hedges
Defined benefit
obligations
Other
3.2
5.2
0
0
8.3
14.4
0
0
0
22.7
0
0
0
0
0
3.2
8.3
22.7
83.9
0
– 37.4
0
46.5
0
25.5
0
0
72.1
– 24.4
– 14.6
– 39.0
1.1
– 37.9
59.5
7.5
34.2
12.6
0
53.7
0
66.3
0
26.8
0
0
93.1
0.0
– 18.1
– 18.1
– 7.3
– 25.4
12.6
48.2
67.8
145.5
0
0
206.7
352.2
0
0
– 47.9
0
304.3
0
0
0
0
0
145.5
352.2
304.3
0
0
0
0
0
0
0
0
– 0.1
– 0.1
0
0
0
0
0
0
0
– 0.1
PDF (A4)
Deutsche Börse Group – Annual report 2023
Total
245.2
5.2
16.3
206.7
473.4
14.4
52.4
– 47.9
– 0.1
492.2
– 24.4
– 32.7
– 57.1
– 6.2
– 63.3
220.8
416.3
428.9
186
Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Combined management report
Consolidated financial statements/notes
Consolidated income statement
Consolidated statement of
comprehensive income
Consolidated balance sheet
Consolidated cash flow statement
Consolidated statement of changes in equity
Notes to the consolidated financial statements
Notes on the consolidated income statement
Notes on the consolidated statement of
financial position
Other disclosures
Responsibility statement by
the Executive Board
Independent Auditor’s Report
Remuneration report
Further information
Retained earnings
Proposal on the appropriation of the unappropriated surplus
The “Retained earnings” item includes changes from defined benefit obliga-
tions after deferred taxes in the amount of €–58.7 million (2022: €–36.3 mil-
lion).
Intra-Group reorganisations within Deutsche Börse Group, which included the
sale of the investment in ISS HoldCo Inc. to ISS STOXX GmbH with the simul-
taneous participation of a non-Group investor and the contribution of the in-
vestment in Axioma Inc. to SimCorp A/S, resulted in an effect recognised di-
rectly in equity of €– 68.8 million in retained earnings as a result of transac-
tions with equity holders, as well as changes in non-controlling interests of
€– 198.8 million.
in €m
31 Dec 2023
31.12.2022
Net profit for the period
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
€3.80 per share for 185,112,460 no-par value shares carry-
ing dividend rights
Appropriation to retained earnings
2,118.4
875.1
– 1,058.4
1,060.0
– 175.1
700.0
703.4
356.6
661.5
38.5
No-par value shares carrying dividend rights
Number
31 Dec 2023 31 Dec 2022
16 Shareholders’ equity and appropriation of net income of
Deutsche Börse AG
Number of shares issued as at 31 December
Number of treasury shares as at the reporting date
Number of shares outstanding as at 31 December
190,000,000 190,000,000
– 6,261,055
185,112,460 183,738,945
– 4,887,540
The annual financial statements of the parent company Deutsche Börse AG,
prepared as at 31 December 2023 in accordance with the provisions of the
Handelsgesetzbuch (HGB, the German Commercial Code), report net profit for
the period of €2,118.4 million (2022: €875.1 million) and equity of
€5,918.8 million (2022: €4,229.9 million). In 2023, Deutsche Börse AG
distributed €661.5 million (€3.60 per share) from distributable profit for the
previous year.
The proposal on the appropriation of distributable profit reflects treasury shares
held directly or indirectly by the company that do not carry dividend rights un-
der section 71b Aktiengesetz (AktG, the German Stock Corporation Act). The
number of shares carrying dividend rights can change until the Annual General
Meeting through the repurchase or sale of further treasury shares. In this case,
with a dividend of €3.80 per eligible share, an amended resolution for the ap-
propriation of distributable profit will be proposed to the Annual General Meet-
ing.
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187
Deutsche Börse Group – Annual report 2023
17 Employee benefits
Employee benefits consist of:
Provisions for pensions,
provisions for all current and non-current employee benefits and
provisions for termination benefits
Executive and Supervisory Board
Combined management report
Consolidated financial statements/notes
Consolidated income statement
Consolidated statement of
comprehensive income
Consolidated balance sheet
Consolidated cash flow statement
Consolidated statement of changes in equity
Notes to the consolidated financial statements
Notes on the consolidated income statement
Notes on the consolidated statement of
financial position
Other disclosures
Responsibility statement by
the Executive Board
Independent Auditor’s Report
Remuneration report
Further information
Composition of employee benefits
31 Dec 2023
31 Dec 2022
in €m
Non-cur-
rent
Current
Total Non-cur-
rent
Current
Total
Provisions for pensions
48.1
0
48.1
12.0
0
12.0
Provisions for
employee benefits
Share based pay-
ment
76.8
324.7
401.5
70.0
258.6
328.6
54.9
41.2
96.1
47.4
38.3
85.7
Bonuses
12.0
217.2
229.1
10.7
176.9
187.6
Vacation entitle-
ments, flextime and
overtime
Other personnel pro-
visions
Provisions on the occa-
sion of termination of
employment
Early retirement
agreements
Severance agree-
ments
Total benefits to
employees
0
54.4
54.4
0
38.0
38.0
9.9
11.9
21.9
11.9
5.4
17.3
26.6
16.6
43.1
37.8
4.3
42.1
26.6
0
26.6
37.8
0
37.8
0
16.6
16.6
0
4.3
4.3
151.5
341.3
492.8
119.8
262.9
382.7
PDF (A4)
Deutsche Börse Group – Annual report 2023
188
Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Combined management report
Consolidated financial statements/notes
Consolidated income statement
Consolidated statement of
comprehensive income
Consolidated balance sheet
Consolidated cash flow statement
Consolidated statement of changes in equity
Notes to the consolidated financial statements
Notes on the consolidated income statement
Notes on the consolidated statement of
financial position
Other disclosures
Responsibility statement by
the Executive Board
Independent Auditor’s Report
Remuneration report
Further information
The individual categories of provisions changed as follows in the financial year
2023:
Changes in provisions
in €m
Bonuses
Share-
based
payments
Holiday en-
titlements,
flexitime
and over-
time
Other per-
sonnel
provisions
Early retire-
ment and
severance
Balance as at 1 Jan 2023
187.6
85.7
38.0
17.3
42.1
Changes in the basis of con-
solidation
Reclassification
Utilisation
Reversal
Additions
Interest
Currency translation
14.4
– 6.6
4.2
– 0.2
10.4
– 0.9
3.5
– 3.8
4.3
1.0
– 185.2
– 35.5
– 50.8
– 21.2
– 42.8
– 17.8
– 1.6
– 31.1
228.6
43.5
87.0
0
8.1
0
0
0
1.8
– 2.2
28.2
0.3
– 0.2
21.9
– 1.5
39.0
0.9
0.1
43.1
Balance as at 31 Dec 2023
229.1
96.1
54.4
Provisions for pensions
Defined benefit pension plans
Provisions for pensions and similar obligations are measured using the pro-
jected unit credit method on the basis of actuarial reports. Calculating the pre-
sent value requires certain actuarial assumptions (e.g. discount rate, staff turn-
over 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.
The fair value of the plan assets is deducted from the present value of the pen-
sion obligations, if necessary taking into account the regulations on the upper
limit of the value of plan assets in excess of the obligation (so-called asset ceil-
ing), so that the net pension obligation or the asset value from the defined
benefit plans results. 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,
S&P Global Ratings, Fitch Ratings and DBRS) 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 which is deter-
mined according to the adjusted “GlobalRate:Link” methodology from the advi-
sory company Willis Towers Watson, updated in line with the current market
trend.
The actuarial gains or losses and the difference between the expected and the
actual return or loss on plan assets are recognised in other comprehensive in-
come in the revaluation surplus. They result from changes in expectations with
regard to life expectancy, pension trends, salary trends and the discount rate.
Other long-term benefits for employees and members of executive boards (total
disability pension, transitional payments) are also measured using the pro-
jected unit credit method. Actuarial gains and losses and past service cost are
recognised immediately and in full through profit or loss.
PDF (A4)
Deutsche Börse Group – Annual report 2023
189
Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Combined management report
Consolidated financial statements/notes
Consolidated income statement
Consolidated statement of
comprehensive income
Consolidated balance sheet
Consolidated cash flow statement
Consolidated statement of changes in equity
Notes to the consolidated financial statements
Notes on the consolidated income statement
Notes on the consolidated statement of
financial position
Other disclosures
Responsibility statement by
the Executive Board
Independent Auditor’s Report
Remuneration report
Further information
The defined benefit obligations of the companies of Deutsche Börse Group re-
late 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. The Group uses exter-
nal trust solutions to cover some of its pension obligations.
Net liability of defined benefit obligations
in €m
Germany Luxem-
bourg
Other
Total
31 Dec
2023
Total
31 Dec
2022
Present value of defined benefit obliga-
tions that are at least partially funded
421.0
72.4
86.8 580.2 500.7
Fair value of plan assets
– 396.3 – 67.3 – 75.7 – 539.3 – 493.8
Funded status
24.7
5.1
11.1
40.9
Present value of unfunded obligations
Net liability of defined benefit obligations
Amount recognised in the balance sheet
7.2
31.9
31.9
0
5.1
5.1
0
7.2
11.1
48.1
11.1
48.1
6.9
5.1
12.0
12.0
The defined benefit plans comprise a total of 4,907 beneficiaries (2022:
4,527). The present value of defined benefit obligations can be allocated to
the beneficiaries as follows:
Allocation of the present value of the defined benefit obligation to the beneficiaries
in €m
Germany
Luxem-
bourg
Other
Total
31 Dec 2023
Total
31 Dec 2022
Eligible current employees
173.8
62.8
80.8
317.4
183.3
Former employees with
vested entitlements
Pensioners or surviving
dependants
157.9
9.1
2.3
169.3
232.5
96.5
0.5
3.7
428.2
72.4
86.8
100.7
587.4
90.0
505.8
Essentially, the retirement benefits encompass the following retirement benefit
plans:
Executive boards of Group companies (Germany and Luxembourg)
Individual commitment plans exist for executive board members of certain
Group companies; they are based on the plan for executives described in the
second paragraph below, i.e. in each calendar year the company provides an
annual contribution to a capital component calculated in accordance with ac-
tuarial principles. 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. 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 upon 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 5 percentage points with
each reappointment, up to a maximum of 50 per cent of pensionable income.
PDF (A4)
Deutsche Börse Group – Annual report 2023
190
Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Combined management report
Consolidated financial statements/notes
Consolidated income statement
Consolidated statement of
comprehensive income
Consolidated balance sheet
Consolidated cash flow statement
Consolidated statement of changes in equity
Notes to the consolidated financial statements
Notes on the consolidated income statement
Notes on the consolidated statement of
financial position
Other disclosures
Responsibility statement by
the Executive Board
Independent Auditor’s Report
Remuneration report
Further information
Germany
There is an employee-funded deferred compensation plan for employees of
certain Deutsche Börse Group companies in Germany who joined prior to
1 January 2019. Under this plan, it is possible to convert portions of future re-
muneration entitlements into benefit assets of equal value which bear interest
of 6 per cent p.a. The benefits consist of a capital payment made in equal an-
nual instalments over a period of three years upon the reaching the age of 65
or at an earlier date due to disability or death.
In the period from 1 January 2004 to 30 June 2006, 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. The participating companies
provide an amount corresponding to a specific percentage of this eligible in-
come every year. This amount is multiplied by a capitalisation factor depend-
ing 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 executives who were em-
ployed 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 requirements, contracts were adjusted for some executives.
For executives affected, whose contracts allowed for the inclusion of only the
income received and the variable remuneration above the upper limit of the
contribution assessment as pensionable income, the pensionable income was
determined on the basis of income received from the year 2016. This is ad-
justed annually to account for the increase of the cost of living according to the
consumer price index for Germany as issued by the Federal Statistical Office.
For executives affected whose capital components were calculated on the basis
of income received, without observing the upper limit of the contribution as-
sessment, an amount has been determined that will be reviewed annually, and
adjusted if necessary, by the Supervisory Board, taking any changes in circum-
stances in terms of income and purchasing power into account.
Luxembourg
The defined benefit pension plan in favour of Luxembourg employees is
funded by means of cash contributions to an “association d'épargne pension”
(ASSEP) organized in accordance with Luxembourg law. The benefits consist
of a one-off capital payment, which is generally paid upon reaching the age of
65. Employees receive an annual account statement showing their current bal-
ance. The pension plan does not pay any benefits in the event of death or dis-
ability. Contributions to the ASSEP are funded in full by the participating com-
panies. The contributions are determined annually on the basis of actuarial
opinions in accordance with Luxembourg law.
PDF (A4)
Deutsche Börse Group – Annual report 2023
191
Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Combined management report
Consolidated financial statements/notes
Consolidated income statement
Consolidated statement of
comprehensive income
Consolidated balance sheet
Consolidated cash flow statement
Consolidated statement of changes in equity
Notes to the consolidated financial statements
Notes on the consolidated income statement
Notes on the consolidated statement of
financial position
Other disclosures
Responsibility statement by
the Executive Board
Independent Auditor’s Report
Remuneration report
Further information
Changes in net defined benefit obligations
in €m
Balance as at 1 Jan
Current service cost
Interest expense/(income)
Past service cost
Remeasurements
Return on plan assets, excluding amounts already recognised in interest income
Adjustments to demographic assumptions
Adjustments to financial assumptions
Experience adjustments
Effect of exchange rate differences
Contributions:
Employers
Plan participants
Benefit payments
Tax and administration costs
Reclassification to Held for Sale
Changes in the basis of consolidation
Balance as at 31 Dec
Present value of obligations
Fair value of planassets
Total
2023
2022
2023
2022
2023
2022
505.8
21.4
18.1
1.3
40.8
0
0
36.9
2.4
39.3
5.3
0.5
2.5
– 16.4
– 0.7
0
10.2
587.4
668.6
28.0
7.5
0
35.5
0
0
– 194.0
6.1
– 187.9
2.7
0
2.3
– 14.7
– 0.5
0
– 0.1
505.8
– 493.8
– 533.1
0
– 17.8
0
– 17.8
0
– 6.1
0
– 6.1
12.0
21.4
0.3
1.3
23.0
– 10.7
55.1
– 10.7
0
0
0
– 10.7
– 4.8
0
0
0
55.1
– 2.3
– 17.8
– 21.1
– 2.6
16.4
0.7
0
– 8.9
– 2.3
14.7
0
0.6
0.5
– 539.3
– 493.8
0
36.9
2.4
28.6
0.5
– 17.3
– 0.1
0
0
0
1.3
48.1
135.5
28.0
1.4
0
29.4
55.1
0
– 194.0
6.1
– 132.8
0.4
– 21.1
0
0.0
– 0.5
0.6
0.4
12.0
For Germany, there is a past service cost of around €1.0 million resulting from
the new entitlements to the termination pension provided for members of the
Executive Board.
In the 2023 financial year, employees converted a total of €6.6 million
(2022: €5.8 million) of their variable remuneration into deferred compensa-
tion benefits.
PDF (A4)
Deutsche Börse Group – Annual report 2023
192
Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Combined management report
Consolidated financial statements/notes
Consolidated income statement
Consolidated statement of
comprehensive income
Consolidated balance sheet
Consolidated cash flow statement
Consolidated statement of changes in equity
Notes to the consolidated financial statements
Notes on the consolidated income statement
Notes on the consolidated statement of
financial position
Other disclosures
Responsibility statement by
the Executive Board
Independent Auditor’s Report
Remuneration report
Further information
Assumptions
Provisions for pension plans and other employee benefits are measured annu-
ally at the reporting date using actuarial techniques. The assumptions for de-
termining the actuarial obligations for the pension plans differ according to the
individual conditions in the countries concerned and are shown in the follow-
ing table:
Actuarial assumptions
in %
Discount rate
Salary growth
Pension growth
Staff turnover rate1
31 Dec 2023
31 Dec 2022
Germany
Luxembourg
Germany
Luxembourg
3.18
3.00
2.20
2.00
3.18
3.50
0
2.00
3.73
3.00
2.20
2.00
3.73
3.50
0
2.00
1) Up to the age of 50, afterwards 0 per cent
In Germany, the “2018 G” mortality tables (generation tables) developed by
Klaus Heubeck are used. For Luxembourg, generation tables of the Institut na-
tional de la statistique et des études économiques du Grand-Duché de Luxem-
bourg are used.
Owing to the current very high inflation rates, pension adjustments in the next
two to three years will significantly exceed the assumed (long-term) pension
trend. This cumulative inflation (adjustment backlog) was taken into account
in the corresponding commitments through the one-off increase in pensions.
Sensitivity analysis
The sensitivity analysis presented in the following considers the change in one
assumption of the main plans in Germany and Luxembourg 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 ac-
count.
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193
Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Combined management report
Consolidated financial statements/notes
Consolidated income statement
Consolidated statement of
comprehensive income
Consolidated balance sheet
Consolidated cash flow statement
Consolidated statement of changes in equity
Notes to the consolidated financial statements
Notes on the consolidated income statement
Notes on the consolidated statement of
financial position
Other disclosures
Responsibility statement by
the Executive Board
Independent Auditor’s Report
Remuneration report
Further information
Sensitivity of defined benefit obligation to change in the weighted principal assumptions
Change in actuarial assumption
Effect on defined benefit obligation
in €m
Discount rate
Increase by 1.0 percentage point
Salary growth
Increase by 0.5 percentage points
Reduction by 1.0 percentage point
Reduction by 0.5 percentage points
Pension growth
Increase by 0.5 percentage points
Reduction by 0.5 percentage points
Life expectancy
Increase by one year
Reduction by one year
Composition of plan assets
Germany
In Germany, plan assets are held by a trustee in safekeeping for individual
companies of the Group and for the beneficiaries. At the company’s instruc-
tion, the trustee uses the funds transferred to acquire securities, without any
consulting by the trustee. The contributions are invested in accordance with an
investment policy, which may be amended by the companies represented in
the investment committee. The trustee may refuse to carry out instructions if
they are in conflict with the fund’s allocation rules or the payment provisions.
In accordance with the investment policy, a value preservation mechanism is
applied; investments can be made in different asset classes.
2023
2022
Defined benefit
obligation in €m
445.1
568.9
508.3
494.2
509.1
492.8
511.8
489.1
Change in
%
– 11.1%
13.6%
1.5%
– 1.3%
1.7%
– 1.6%
2.2%
– 2.3%
Defined benefit
obligation in €m
393.1
502.4
448.5
436.9
449.4
434.9
451.2
432.3
Change in
%
– 11.1%
13.6%
1.4%
– 1.2%
1.7%
– 1.6%
2.1%
– 2.2%
Luxembourg
In Luxembourg, the Board of Directors of the Clearstream Pension Fund is re-
sponsible for determining the investment strategy, with the aim of maximising
returns in relation to a benchmark. This benchmark is 75 per cent derived
from the return on five-year German federal government bonds and 25 per
cent from the return on the EURO STOXX 50 Index. According to the invest-
ment policy, the fund may only invest in fixed-income and variable-rate securi-
ties, as well as listed investment fund units; it may hold cash, including in the
form of money market funds.
PDF (A4)
Deutsche Börse Group – Annual report 2023
194
Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Combined management report
Consolidated financial statements/notes
Consolidated income statement
Consolidated statement of
comprehensive income
Consolidated balance sheet
Consolidated cash flow statement
Consolidated statement of changes in equity
Notes to the consolidated financial statements
Notes on the consolidated income statement
Notes on the consolidated statement of
financial position
Other disclosures
Responsibility statement by
the Executive Board
Independent Auditor’s Report
Remuneration report
Further information
Composition of plan assets
in €m
Bonds
Government bonds
Multilateral develop-
ment banks
Corporate bonds
Derivatives
Stock index futures
Interest rate futures
Investment funds
Total listed
Qualifying insurance
policies
Cash
Total not listed
Total plan assets
31 Dec 2023
31 Dec 2022
420.5
319.0
92.8
8.7
6.9
3.7
3.2
31.0
458.4
49.0
31.9
80.9
78.0 %
1.3 %
5.7 %
85.0 %
9.1 %
5.9 %
15.0 %
400.1
301.0
82.4
16.7
– 0.2
– 0.1
– 0.1
30.0
430.0
42.9
20.9
63.8
81.0 %
– 0.0 %
6.1 %
87.1 %
8.7 %
4.2 %
12.9 %
539.3
100.0 %
493.8
100.0 %
As at 31 December 2023 the plan assets did not include any financial instru-
ments of the Group (2022: zero). Neither did they include any properties or
other assets used by companies in Deutsche Börse 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 risks.
Market 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 liabil-
ity increases accordingly. If volatility is low, the actual return is further ex-
pected to exceed the return on corporate bonds with a good rating in the me-
dium to long term. The amount of the net obligation is also influenced in par-
ticular by changes in the discount rates. We consider the share price risk re-
sulting from derivative positions in equity index futures in the plan assets to be
appropriate. The company bases its assessment on the expectation that the
overall volume of payments from the pension plans will be manageable in the
next few years, that the total amount of the obligations will also be managea-
ble 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 dura-
tion of the pension obligation as well as the expected payments over a period
of ten years.
Inflation risk
Possible inflation risks that could lead to an increase in defined benefit obliga-
tions exist because some pension plans are final salary plans or the annual
capital components are directly related to salaries, i.e. a significant increase in
salaries would lead to an increase in the benefit obligation from these plans. In
Germany, however, there are no contractual arrangements with regard to infla-
tion 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 com-
pensation plan in times of rising inflation. In Luxembourg, salaries are ad-
justed 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
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195
Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Combined management report
Consolidated financial statements/notes
Consolidated income statement
Consolidated statement of
comprehensive income
Consolidated balance sheet
Consolidated cash flow statement
Consolidated statement of changes in equity
Notes to the consolidated financial statements
Notes on the consolidated income statement
Notes on the consolidated statement of
financial position
Other disclosures
Responsibility statement by
the Executive Board
Independent Auditor’s Report
Remuneration report
Further information
in the form of a capital payment, there will be no inflation-linked effects once
the beneficiary reaches retirement age.
Defined contribution pension plans and multi-employer plans
Duration and expected maturities of the pension obligations
The weighted duration of the pension obligations as at 31 December 2023 is
12.6 years (2022: 12.7 years).
Expected maturities of undiscounted pension payments
in €m
Less than 1 year
Between 1 and 2 years
Between 2 and 5 years
Between 5 and 10 years
Total
Expected pension payments1)
31 Dec 2023 31 Dec 2022
18.6
21.4
83.7
219.3
343.0
14.5
16.3
69.7
173.7
274.2
1) The expected payments in Swiss francs were translated into euros at the relevant closing rate on 31
December.
The expected service costs for defined benefit plans (excluding service cost for
deferred compensation) for the financial year 2023 amount to approximately
€13.3 million plus €1.2 million for the net interest expense.Defined contribu-
tion pension plans and multi-employer plans
Defined contribution plans
There are defined contribution plans as part of the occupational pension sys-
tem using pension funds and similar pension institutions. In addition, contri-
butions are paid to the statutory pension insurance scheme. The level of con-
tributions is normally determined in relation to income. As a rule, no provi-
sions are recognised for defined contribution plans. The contributions paid are
reported as pension expenses in the year of payment. There are defined contri-
bution pension plans for employees in several countries. In addition, the em-
ployer pays contributions to employees’ private pension funds.
During the reporting period, the costs associated with defined contribution
plans amounted to €61.3 million (2022: €54.6 million).
Multi-employer plans
Several Deutsche Börse Group companies are member institutions of BVV Ver-
sicherungsverein des Bankgewerbes a.G., a pension insurance provider with
its registered office in Berlin. Employees and employers make regular contribu-
tions, which are used to provide guaranteed pension plans, and a potential
surplus. The contributions to be made are derived from contribution rates ap-
plied to active employees’ monthly gross salaries, taking into account specific
financial thresholds. Member institutions have a subsidiary liability for the ful-
filment of BVV’s agreed pension benefits. However, we consider the risk that
this liability will be invoked as remote. Given that BVV membership is gov-
erned by several Works Council Agreements, membership termination is sub-
ject to certain conditions. The notice period for termination is defined in the ar-
ticles of association of the BVV pension scheme. The employer retains a sub-
sidiary liability for the pension entitlements of every individual employee that
have vested as at the termination date. Deutsche Börse Group considers BVV
pension obligations as multi-employer defined benefit pension plans. However,
we currently lack information regarding the allocation of BVV assets to
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196
Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Combined management report
Consolidated financial statements/notes
Consolidated income statement
Consolidated statement of
comprehensive income
Consolidated balance sheet
Consolidated cash flow statement
Consolidated statement of changes in equity
Notes to the consolidated financial statements
Notes on the consolidated income statement
Notes on the consolidated statement of
financial position
Other disclosures
Responsibility statement by
the Executive Board
Independent Auditor’s Report
Remuneration report
Further information
individual member institutions and the respective beneficiaries. Moreover, we
do not know Deutsche Börse Group’s actual share in BVV’s total obligations.
This plan is therefore shown in the Group’s financial reporting as a defined
contribution plan. On the basis of current information published by BVV there
is no shortfall that could affect the future contributions payable by the Group.
The Deutsche Börse Group is not liable for commitments by other members of
BVV.
EPEX Netherlands B.V. participates in the ABP pension fund within the EEX
subgroup. Participation is mandatory for all employees. Employer contributions
are calculated by ABP and adjusted, if necessary. Since the allocation of as-
sets to member institutions and beneficiaries is not possible, this pension plan
can also be presented only as a defined contribution plan.
During the reporting period, the costs associated with such designated multi-
employer plans amounted to €10.3 million (2022: €10.1 million). In 2024
we expect to make contributions to multi-employer plans amounting to around
€10.3 million.
18 Share-based payment
Share-based payments for employees, managers and Executive Board mem-
bers comprise cash-settled remuneration plans and remuneration plans settled
with equity instruments. The main remuneration plans at Deutsche Börse
Group are described below.
Stock Bonus Plan (SBP)
The SBP is open to senior executives of Deutsche Börse AG and its participat-
ing subsidiaries. It grants a long-term remuneration component in the form of
so-called SBP shares. These are generally accounted for as share-based pay-
ments for which Deutsche Börse AG has a choice of settlement in cash or eq-
uity instruments for certain tranches. Tranches due in previous years were
each settled in cash. In the reporting period, the Deutsche Börse Group estab-
lished an additional tranche of the SBP for senior executives who are not risk
takers. In order to participate in the SBP, beneficiaries must have earned a bo-
nus. The awards are settled in cash and the SBP shares are measured as
cash-settled share-based payment transactions. The cost of the options is esti-
mated using an option pricing model (fair value measurement) and recognised
in staff costs in the consolidated income statement.
The number of stock options is determined by the amount of the individual
and performance-based SBP bonus for the financial year, divided by the aver-
age share price (Xetra closing price) of Deutsche Börse AG’s shares in the
fourth quarter of the financial year in question. Neither the converted SBP bo-
nus nor the stock options are paid at the time the bonus is determined. Ra-
ther, the entitlement is generally received three years after the grant date (the
“waiting period”). Within this period, beneficiaries cannot assert shareholder
rights (in particular, the rights to receive dividends and attend the Annual Gen-
eral Meeting). Once they have met the condition of service, the beneficiaries’
claims resulting from the SBP are calculated on the first trading day following
the last day of the waiting period. The current market price at that date (clos-
ing auction price of Deutsche Börse shares in electronic trading on the Frank-
furt Stock Exchange) is multiplied by the number of stock options. Stock op-
tions are settled in cash.
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197
Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Combined management report
Consolidated financial statements/notes
Consolidated income statement
Consolidated statement of
comprehensive income
Consolidated balance sheet
Consolidated cash flow statement
Consolidated statement of changes in equity
Notes to the consolidated financial statements
Notes on the consolidated income statement
Notes on the consolidated statement of
financial position
Other disclosures
Responsibility statement by
the Executive Board
Independent Auditor’s Report
Remuneration report
Further information
Evaluation of the SBP
To determine the fair value of the subscription rights, the intrinsic value of the
additional pro rata subscription rights is calculated, which also includes an ex-
pectation about future dividend payments.
Valuation of SBP shares
Tranche
2019
2020
2021
2022
20231
Total
Balance at
31 Dec 2023
Number
Deutsche Börse
AG share price
at
31 Dec 2023
€
Intrinsic value/
option at
31 Dec 2023
€
Fair value/
option at
31 Dec 2023
€
Settlement
obligation
€m
Current
provision at
31 Dec 2023
€m
Non-current
provision at
31 Dec 2023
€m
0
6,908
9,458
10,943
11,880
39,189
186.50
186.50
186.50
186.50
186.50
165.95
186.50
186.50
186.50
186.50
165.95
179.04
131.70
86.12
42.23
0.0
1.2
1.3
0.9
0.5
3.9
0.0
1.2
0.0
0.0
0.0
1.2
0.0
0.0
1.3
0.9
0.5
2.7
1) Since the subscription rights for the 2023 tranche are only awarded in financial year 2024, the number disclosed as at the reporting date may change in financial year 2024.
PDF (A4)
Deutsche Börse Group – Annual report 2023
198
Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Average price of the exercised and forfeited share options
Combined management report
Tranche
Consolidated financial statements/notes
Consolidated income statement
Consolidated statement of
comprehensive income
Consolidated balance sheet
Consolidated cash flow statement
Consolidated statement of changes in equity
Notes to the consolidated financial statements
Notes on the consolidated income statement
Notes on the consolidated statement of
financial position
Other disclosures
Responsibility statement by
the Executive Board
Independent Auditor’s Report
Remuneration report
Further information
2019
2020
2021
2022
Average price of the
exercised share
options
€
Average price of the
forfeited share options
€
165.95
174.89
167.50
155.20
102.93
112.83
59.93
n.a.
The stock options from the 2019 SBP tranche were exercised in the reporting
period following the expiration of the waiting period. Shares of the SBP
Change in number of SBP shares allocated
tranches 2020 to 2022 were paid to former employees as part of severance
payments in the year under review.
The carrying amount of the provision for the SBP results from the measure-
ment of the number of SBP stock options at the fair value of the closing auc-
tion price of Deutsche Börse shares in electronic trading at the Frankfurt Stock
Exchange at the reporting date and its proportionate recognition over the wait-
ing period.
Provisions for the SBP amounting to €3.9 million were recognised at the re-
porting date of 31 December 2023 (31 December 2022: €3.0 million). The
total expense for SBP stock options in the reporting period amounted to €2.0
million (2022: €1.5 million).
Balance at
31 Dec 2022
Additions/
(disposals)
tranche 2019
Additions/
(disposals)
tranche 2020
Additions/
(disposals)
tranche 2021
Additions/
(disposals)
tranche 2022
Additions/
(disposals)
tranche 2023
Fully settled
cash options
Options
forfeited
Balance at
31 Dec 2023
To other senior executives
Total
34,876
34,876
172
172
75
75
73
73
– 331
– 331
11,880
11,880
–6,614
– 6,614
–942
– 942
39,189
39,189
PDF (A4)
Deutsche Börse Group – Annual report 2023
199
Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Combined management report
Consolidated financial statements/notes
Consolidated income statement
Consolidated statement of
comprehensive income
Consolidated balance sheet
Consolidated cash flow statement
Consolidated statement of changes in equity
Notes to the consolidated financial statements
Notes on the consolidated income statement
Notes on the consolidated statement of
financial position
Other disclosures
Responsibility statement by
the Executive Board
Independent Auditor’s Report
Remuneration report
Further information
Long-Term Sustainable Instrument (LSI) and Restricted Stock Units (RSU)
In 2014, Deutsche Börse Group introduced the Long-Term Sustainable Instru-
ment (LSI) plan in order to provide share-based remuneration in line with reg-
ulatory requirements. This programme was extended in 2016 with the Re-
stricted Stock Units (RSU) plan. The following disclosures relate to both plans.
Long-Term Sustainable Instrument (LSI)
The LSI remuneration model requires at least half of a part of the variable re-
muneration to be settled in cash and half in phantom shares of Deutsche
Börse AG (LSI shares). All tranches will be settled in cash. A portion of the
variable remuneration is paid in the subsequent year and another portion over
a further period of three or four years. Moreover, a portion of the variable re-
muneration shall be converted into RSU, subject to a three-year retention pe-
riod after grant and a one-year waiting period (RSU shares). Deutsche Börse
Group thus measures 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.
The number of LSI and RSU shares for the 2017 tranche is calculated by di-
viding the proportionate LSI or RSU bonus, respectively, for the year in ques-
tion by the average closing price of Deutsche Börse AG shares in the last
month of a financial year. The number of LSI and RSU shares for the 2018-
2023 tranches is based on the closing auction price of Deutsche Börse shares
as at the disbursement date of the cash component of the respective tranche
(cash bonus) in the following year or on the closing price as at the following
trading day on the Frankfurt Stock Exchange. This results in individual LSI
tranches for the LSI bonus, which have maturities of between one and five
years. The RSU bonus is used as a basis for another four-year tranche. Pay-
ment of each tranche is made after a waiting period of one year. Neither remu-
neration system stipulates any condition of service. Following the expiry of the
waiting period, both the LSI and the RSU shares of the 2017 tranche are
measured on the basis of the average closing price of Deutsche Börse AG
shares in the last month preceding the end of the waiting period. The LSI and
RSU shares of the 2018-2023 tranches are measured at the closing auction
price as at the first trading day in February of the year in which the holding pe-
riod ends. In the reporting year LSI shares from the tranches 2017-2021 were
disbursed with a disbursement price of €168.05 for the shares in the tranche
2017. The disbursement price for the tranches 2018-2021 was €166.35.
The difference in payout share prices is caused by the nature of the specific
terms and conditions for the respective tranches.
Restricted Stock Units (RSU)
Like the LSI plan, the RSU plan applies to risk takers within Deutsche Börse
Group. RSU shares are settled in cash; Deutsche Börse Group thus measures
the RSU 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 a three-year retention
period and a one-year waiting period into account. No RSU shares were paid
out in the reporting year.
Measurement of the LSI and the RSU
To determine the fair value of the subscription rights, the intrinsic value of the
additional pro rata subscription rights is calculated, which also includes an ex-
pectation about future dividend payments.
PDF (A4)
Deutsche Börse Group – Annual report 2023
200
Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Valuation of LSI and RSU shares
Combined management report
Tranche
2018
2019
2020
2021
2022
2023
Total
Consolidated financial statements/notes
Consolidated income statement
Consolidated statement of
comprehensive income
Consolidated balance sheet
Consolidated cash flow statement
Consolidated statement of changes in equity
Notes to the consolidated financial statements
Notes on the consolidated income statement
Notes on the consolidated statement of
financial position
Other disclosures
Responsibility statement by
the Executive Board
Independent Auditor’s Report
Remuneration report
Further information
Balance as at
31 Dec 2023
Number
Deutsche Börse
AG share price
as at
31 Dec 2023
€
Intrinsic value/
option as at
31 Dec 2023
€
Fair value/
option as at
31 Dec 2023
€
Settlement obli-
gation
€m
Current provi-
sion as at
31 Dec 2023
€m
Non-current
provision as at
31 Dec 2023
€m
39,764
32,408
27,902
34,062
56,662
54,654
245,452
186.50
186.50
186.50
186.50
186.50
186.50
186.50 182.93-186.50
186.50 172.57-186.50
186.50 169.23-186.50
186.50 165.97-186.50
186.50 162.79-186.50
186.50 162.79-186.50
7.3
5.9
5.0
6.0
10.0
9.5
43.6
1.0
0.8
0.6
0.7
2.9
0.0
5.9
6.3
5.1
4.4
5.4
7.1
9.5
37.7
Provisions amounting to €43.6 million were recognised as at 31 December
2023 (31 December 2022: €34.1 million). The total expense for LSI/RSU
stock options in the reporting period amounted to €13.9 million (31 December
2022: €11.3 million).
Change in number of LSI and RSU shares allocated
Balance at
31 Dec 2022
Additions/
(Disposals)
Tranche 2018
Additions/
(Disposals)
Tranche 2019
Additions/
(Disposals)
Tranche 2020
Additions/
(Disposals)
Tranche 2021
Additions/
(Disposals)
Tranche 2022
Additions/
Tranche 2023
Fully settled
cash options
Balance at
31 Dec 2023
To other senior executives
Total
219,609
219,609
–
–
–
–
–
–
–
–
– 2,173
– 2,173
54,654
– 26,638
245,452
54,654
– 26,638
245,452
PDF (A4)
Deutsche Börse Group – Annual report 2023
201
Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Combined management report
Consolidated financial statements/notes
Consolidated income statement
Consolidated statement of
comprehensive income
Consolidated balance sheet
Consolidated cash flow statement
Consolidated statement of changes in equity
Notes to the consolidated financial statements
Notes on the consolidated income statement
Notes on the consolidated statement of
financial position
Other disclosures
Responsibility statement by
the Executive Board
Independent Auditor’s Report
Remuneration report
Further information
Performance Share Plan (PSP)
Performance Share Plan (PSP)
The PSP was launched in financial year 2016 for members of the Executive
Board of Deutsche Börse AG as well as selected senior executives and employ-
ees of Deutsche Börse AG and of participating subsidiaries. The number of
phantom PSP shares to be allocated is calculated based on the number of
shares granted and the increase of net profit for the period attributable to
Deutsche Börse AG shareholders, as well as on the relative performance of the
total shareholder return (TSR) on Deutsche Börse AG’s shares compared with
the total shareholder return of the STOXX Europe 600 Financials Index constit-
uents. The shares are subject to a performance period of five years. The subse-
quent payment of the stock bonus will be settled in cash.
The 100 per cent stock bonus target was calculated in euros for each Execu-
tive Board member. The 100 per cent stock bonus target for selected execu-
tives and employees of Deutsche Börse AG and participating subsidiaries is de-
fined by the responsible decision-making bodies. Based on the PSP 100 per
cent stock bonus target, the corresponding number of phantom shares for each
beneficiary was calculated by dividing the stock bonus target by the average
share price (Xetra closing price) of Deutsche Börse AG’s shares in the last cal-
endar month preceding the performance period. Any right to payment of a PSP
stock bonus vested only at the end of a five-year performance period.
compared with the total shareholder return of the STOXX Europe 600 Finan-
cials Index as the peer group; and secondly, on the increase of Deutsche Börse
AG’s net profit for the period attributable to shareholders of the parent com-
pany. The two performance factors contribute 50 per cent each to calculate
overall target achievement. For the 2021 and 2022 tranches the overall target
achievement depends on the performance against three different metrics over
the performance period. The total shareholder return (TSR) for the Deutsche
Börse AG share compared with the total shareholder return for the STOXX Eu-
rope 600 Financials Index accounts for 50 per cent. The annual growth rate
for adjusted earnings per share over the performance period accounts for a fur-
ther 25 per cent. The remaining 25 per cent are calculated by reference to
performance against four equally weighted ESG targets.
The payout amount is calculated by multiplying the final number of perfor-
mance shares with the average share price of Deutsche Börse AG’s shares
(Xetra closing price) in the last calendar month preceding the performance pe-
riod, plus the total of dividend payments made during the performance period
based on the final number of performance shares. In the reporting year shares
from the 2018 PSP tranche were disbursed at a price of €182.30. Until the
2021 tranche, servicing and treatment will be in accordance with the cash
settlement rules. Settlement is in cash and with the exception of the 2021-
2023 tranches the transaction is measured and recognised as cash-settled
share-based remuneration. Because of their specific contractual conditions the
2021-2023 tranches are treated as a settlement with equity instruments.
The final number of Performance Shares was calculated by multiplying the
original number of Performance Shares with the level of overall target achieve-
ment. The PSP level of overall target achievement was based on two perfor-
mance factors during the performance period: firstly, on the relative perfor-
mance of the total shareholder return (TSR) on Deutsche Börse AG’s shares
Measurement of the PSP
To determine the fair value of the subscription rights, the intrinsic value of the
additional pro rata subscription rights is calculated, which also includes an ex-
pectation about future dividend payments.
PDF (A4)
Deutsche Börse Group – Annual report 2023
202
Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Combined management report
Consolidated financial statements/notes
Consolidated income statement
Consolidated statement of
comprehensive income
Consolidated balance sheet
Consolidated cash flow statement
Consolidated statement of changes in equity
Notes to the consolidated financial statements
Notes on the consolidated income statement
Notes on the consolidated statement of
financial position
Other disclosures
Responsibility statement by
the Executive Board
Independent Auditor’s Report
Remuneration report
Further information
Valuation parameters for PSP shares
Term to
Relative total shareholder return
Net profit for the period attributable to
Deutsche Börse AG shareholders
Growth rate Earnings per Share
ESG-Target Achievement
Valuation of PSP shares
Tranche
2017
2018
2019
2020
20211
20221
20231
Total
Tranche
2023
Tranche
2022
Tranche
2021
Tranche
2020
Tranche
2019
Tranche
2018
Tranche
2017
31 Dec 2027 31 Dec 2026 31 Dec 2025 31 Dec 2024 31 Dec 2023 31 Dec 2022
31 Dec 2021
%
%
%
%
100.0
100.0
100.0
100.0
155.0
250.0
235.0
n.a.
150.0
150.0
n.a.
150.0
150.0
n.a. 157.36-162.71
170.39
170.39 142.65-152.89
150.0
175.0
n.a.
n.a.
n.a.
n.a.
n.a.
n.a.
n.a.
n.a.
Balance as at
31 Dec 2023
Number
Deutsche Börse
AG share price
as at
31 Dec 2023
€
Intrinsic value/
option as at
31 Dec 2023
€
Fair value/
option as at
31 Dec 2023
€
Settlement
obligation
€m
Current
provision as at
31 Dec 2023
€m
Non-current
provision as at
31 Dec 2023
€m
4,698
35,867
88,637
49,503
48,362
47,365
41,313
315,745
186.50
186.50
186.50
186.50
186.50
186.50
186.50
154.75
182.30
196.26
186.50
186.50
186.50
186.50
154.75
182.30
196.26
159.00
82.23
58.72
32.56
0.7
6.5
17.4
8.1
4.0
2.8
1.4
0.7
6.5
17.4
0.0
0.0
0.0
0.0
40.8
24.7
0.0
0.0
0.0
8.1
0.0
0.0
0.0
8.1
1) Since the 2021-2023 tranches are treated as being equity-settled, no provisions have been recognised for them. The above figures also include the shares of the members of the Executive Board.
Provisions for the PSP amounting to €32.7 million were recognised at the re-
porting date of 31 December 2023 (31 December 2022: €47.0 million). Of
these provisions, €27.7 million were attributable to members of the Executive
Board (2022: €22.8 million). The total expense for PSP options in the
reporting period amounted to €11.3 million (2022: €17.0 million). Of that
amount, an expense of €8.3 million was attributable to members of the Execu-
tive Board (2022: €13.1 million).
PDF (A4)
Deutsche Börse Group – Annual report 2023
203
Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Combined management report
Consolidated financial statements/notes
Consolidated income statement
Consolidated statement of
comprehensive income
Consolidated balance sheet
Consolidated cash flow statement
Consolidated statement of changes in equity
Notes to the consolidated financial statements
Notes on the consolidated income statement
Notes on the consolidated statement of
financial position
Other disclosures
Responsibility statement by
the Executive Board
Independent Auditor’s Report
Remuneration report
Further information
Change in number of PSP shares allocated
Balance at
31 Dec 2022
Additions/
(disposals)
Tranche 2018
Additions/
(disposals)
Tranche 2019
Additions/
(disposals)
Tranche 2020
Additions/
(disposals)
Tranche 2021
Additions/
(disposals)
Tranche 2022
Additions/
(disposals)
Tranche 2023
Fully settled
cash options
Balance at
31 Dec 2023
To the Executive Board1
To other senior executives
Total
318,124
77,360
395,484
–
–
–
724
183
907
234
– 486
– 252
–
3
31,346
– 94,043
256,388
– 1,110
– 1,110
– 1,024
– 1,021
9,967
– 25,533
59,357
41,313
– 119,576
315,745
1) Active and former members of the Executive Board
Granting of PSP-tranche 2023 for Executive Board members
The PSP tranche 2023 was awarded at the beginning of the 2023 financial
year. The relevant allocation price for the PSP tranche 2023 was €168.05.
The performance period for the PSP tranche 2023 ends on 31 December
2027. The individual target amounts, the allocation price, the number of
phantom performance shares awarded and the fair value as at 31 December
2023 are shown for the individual Executive Board members below:
Granted PSP-tranche 2023 for Board members
Board member
Theodor Weimer
Christoph Böhm
Thomas Book
Heike Eckert
Stephan Leithner
Gregor Pottmeyer
Total
Investment
Target
€
Grant share
price
€
Granted Perfor-
mance Shares
Number
1,365,000
588,000
542,334
542,334
588,000
588,000
4,213,668
168.05
168.05
168.05
168.05
168.05
168.05
8,123
3,499
3,228
3,228
3,499
3,499
Fair value/
option as at
31 Dec 2023
€
330,614
142,417
131,380
131,380
142,417
142,417
1,020,625
Group Share Plan (GSP)
Employees of Deutsche Börse Group who are not members of the Executive
Board or managing directors of Deutsche Börse Group companies have the op-
portunity to acquire shares of Deutsche Börse AG at a discount under the
Group Share Plan (GSP). Under the GSP tranche for the year 2023, the partic-
ipating employees could subscribe for up to 50 shares of the Company at a
discount of 40 per cent and another 50 shares at a discount of 10 per cent.
The acquired shares are subject to a lock-up period of two years.
The expense of this discount is recognised in the income statement at the
grant date. In the reporting period, expenses totalling €7.4 million (2022:
€6.3 million) were recognised in staff costs for the GSP.
PDF (A4)
Deutsche Börse Group – Annual report 2023
204
Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Combined management report
Consolidated financial statements/notes
Consolidated income statement
Consolidated statement of
comprehensive income
Consolidated balance sheet
Consolidated cash flow statement
Consolidated statement of changes in equity
Notes to the consolidated financial statements
Notes on the consolidated income statement
Notes on the consolidated statement of
financial position
Other disclosures
Responsibility statement by
the Executive Board
Independent Auditor’s Report
Remuneration report
Further information
Other material remuneration programmes in the context
of acquisitions
Qontigo Management Incentive Programme (MIP)
An employee incentive programme was set up in the course of the acquisition
for the senior management of the former Qontigo sub-group (index and
analytics business of the Deutsche Börse Group). It grants a long-term remu-
neration component in the form of virtual shares in the former Qontigo sub-
group. These are generally accounted for as sharebased payments. The remu-
neration payable to the beneficiaries is intended to reflect the economic devel-
opment of the former Qontigo sub-group. The MIP contains a time-based and
a performance-based component. The vesting period is three years, and under
certain circumstances can be exercised early. It began when the transaction
was completed. Due to a potential payout with cash by Group Deutsche Börse,
the MIP is accounted for under the principles of a cash-settlement.
Valuation
The value of the virtual shares is determined using a Monte Carlo simulation
on the respective balance sheet date, which appropriately reflects the contract-
specific conditions. The underlying simulations depend on the underlying from
which the payment is linked to the beneficiaries of the MIP. The enterprise
value of the former Qontigo Group serves as the underlying. On the basis of
the simulations carried out, a discounted average payment of the contractually
agreed payment flows to the respective participants is calculated. The main
valuation parameters include the enterprise value and the expected volatility of
the former Qontigo Group as well as the expected term and the contract-spe-
cific payment profile. A pro rata addition of expenses over the vesting period is
conducted in accordance with the criteria for a non-forfeiture of the pro-
gramme.
ISS Employee Incentive Programme (EIP)
An employee incentive programme has been set up for selected managers at
ISS, which enables a long-term remuneration component in the form of virtual
shares in ISS. The programme is accounted for as share-based payments. The
amounts awarded to the beneficiaries are intended to reflect the economic de-
velopment of ISS. The EIP contains a time-based and a performance-based
component. The programme will be settled in the first quarter 2024 with
shares in Deutsche Börse AG and is accounted for according to the rules for
equity settlement.
Valuation
The value of the virtual shares was calculated at the date of allocation to the
beneficiaries, using a Black-Scholes model with contract-specific inputs. The
main valuation parameters included the enterprise value and the expected vol-
atility of ISS, as well as the expected term and the contract-specific payment
profile. In line with the vesting criteria, the value of the award is recognised as
an expense over the vesting period.
ISS STOXX Employee Incentive Programme
An employee incentive programme with market-standards conditions was set
up for the senior management of the ISS STOXX sub-group. It grants a long-
term remuneration component in the form of virtual shares and a virtual divi-
dend right for the ISS STOXX sub-group. The programme enables the benefi-
ciaries to participate in long-term valuation increases, so the accounting princi-
ples for share-based remuneration apply.
The vesting period is three years, and under certain circumstances can be ex-
ercised early. Grants to the programme beneficiaries were made in late 2023
and early 2024. Since the main contractual conditions were agreed with the
beneficiaries in 2023 and the employees had already started their work,
Deutsche Börse Group started recognising the corresponding expenses in Q3
2023.
PDF (A4)
Deutsche Börse Group – Annual report 2023
205
Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Combined management report
Consolidated financial statements/notes
Consolidated income statement
Consolidated statement of
comprehensive income
Consolidated balance sheet
Consolidated cash flow statement
Consolidated statement of changes in equity
Notes to the consolidated financial statements
Notes on the consolidated income statement
Notes on the consolidated statement of
financial position
Other disclosures
Responsibility statement by
the Executive Board
Independent Auditor’s Report
Remuneration report
Further information
Deutsche Börse Group has a unilateral option to settle the virtual shares with
equity, so they are accounted for in accordance with the rules for equity settle-
ment. The virtual dividend right is settled in cash, so this component is ac-
counted for in accordance with the rules on cash settlement.
Deutsche Börse Group has the option of changing and/or adjusting the terms
of the incentive programme in agreement with the Executive Board of SimCorp
on condition that any such changes and/or adjustments do not reduce the
overall value of the restricted stock units.
Valuation
The value of the restricted stock units was adjusted on the basis of the trans-
action price reflecting the value of SimCorp at the time of the takeover by
Deutsche Börse Group. In line with the vesting criteria, the value of the award
is recognised as an expense over the vesting period.
Valuation
The value of the virtual shares is calculated at the date of allocation to the
beneficiaries, using a Black-Scholes model with contract-specific inputs. The
main valuation parameters include the enterprise value and the expected vola-
tility of ISS STOXX, as well as the expected term. A pro rata addition of ex-
penses over the vesting period is conducted in accordance with the criteria for
a non-forfeiture of the programme. The value of the virtual dividend right is
measured at each reporting date using current market parameters.
SimCorp Employee Incentive Programme
Employee incentive programmes with market-standards conditions were set up
for the senior management and employees of SimCorp, which are settled in
cash. They pay a long-term remuneration component in the form of restricted
stock units (RSU) with contingent claims during the vesting period. The pro-
gramme enables the beneficiaries to participate in long-term valuation in-
creases, so the accounting principles for share-based remuneration apply.
The vesting period is five years from the award date. The first allocations were
made to the beneficiaries before Deutsche Börse Group acquired control of
SimCorp.
PDF (A4)
Deutsche Börse Group – Annual report 2023
206
Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Combined management report
Consolidated financial statements/notes
Consolidated income statement
Consolidated statement of
comprehensive income
Consolidated balance sheet
Consolidated cash flow statement
Consolidated statement of changes in equity
Notes to the consolidated financial statements
Notes on the consolidated income statement
Notes on the consolidated statement of
financial position
Other disclosures
Responsibility statement by
the Executive Board
Independent Auditor’s Report
Remuneration report
Further information
19 Changes in other provisions
Other provisions
The individual categories of provisions changed as follows in the financial year
2023:
A provision is only recognised for restructuring when a detailed, formal restruc-
turing plan has been adopted and those concerned have been given the rea-
sonable impression that the restructuring measures will be implemented. This
can be by starting to implement the plan or by announcing its key elements to
those concerned.
Changes in other provisions
€m
Interest on
taxes
Restruc-
turing
plan
Other tax
provision
Miscella-
neous
Antici-
pated
losses
20 Other current liabilities
Composition of other current liabilities
Balance as at 1 Jan 2023
84.5
5.7
46.3
8.3
34.4
in €m
31 Dec 2023 31 Dec 2022
Changes in the basis of
consolidation
Reclassification
Utilisation
Reversal
Additions
Currency translation
Interest
Other liabilities from CCP transactions (commodities)
2.3
0
2.0
Contract liability
Tax liabilities (excluding income taxes)
Prepaid income
0
0
1.9
– 1.0
0
0
1.2
0
0.1
– 21.9
– 1.3
– 61.5
– 10.1
0
– 1.3
– 0.7
– 15.1
Liabilities to employees
17.0
8.8
10.7
11.1
0
0
0
0
0
0
0
0
51.4
– 1.3
Social security liabilities
Liabilities to supervisory bodies
0
Miscellaneous
721.5
202.9
69.9
22.4
20.0
7.4
3.2
17.5
2,133.5
172.0
54.9
6.0
13.7
15.2
3.4
3.6
Balance as at 31 Dec 2023
31.8
13.6
33.8
18.6
73.7
Total
1,064.8
2,402.3
Provisions are recognised when we have a present obligation as a result of a
past event, it is probable that an outflow of resources embodying economic
benefits will be required to settle the obligation and a reliable estimate can be
made of the amount of the obligation. The amount of the provision corre-
sponds to the best possible estimate of the outflow of resources required to ful-
fil the obligation as at the balance sheet date.
The decline in other current liabilities results primarily from the decline in lia-
bilities from CCP business. These liabilities are not part of the financial liabili-
ties because the obligation does not consist of payment of cash but in physical
delivery of commodities.
PDF (A4)
Deutsche Börse Group – Annual report 2023
207
Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Combined management report
Consolidated financial statements/notes
Consolidated income statement
Consolidated statement of
comprehensive income
Consolidated balance sheet
Consolidated cash flow statement
Consolidated statement of changes in equity
Notes to the consolidated financial statements
Notes on the consolidated income statement
Notes on the consolidated statement of
financial position
Other disclosures
Responsibility statement by
the Executive Board
Independent Auditor’s Report
Remuneration report
Further information
Other disclosures
21 Notes on the consolidated cash flow statement
Reconciliation to cash and cash equivalents
in €m
Restricted bank balances
Other cash and bank balances
Net position of financial instruments held by central counter-
parties
31 Dec 2023 31 Dec 20221
53,669.4
93,538.3
1,655.1
1,275.6
563.0
364.0
Composition of other non-cash income
in €m
Subsequent measurement of non-derivative financial
instruments
Subsequent measurement of derivatives
Equity method measurement
Gains on the disposal of subsidiaries and equity investments
Contract assets and liabilities
Total
Current financial instruments measured at amortised cost
18,046.2
18,874.6
2023
2022
less financial instruments with an original maturity exceed-
ing 3 months
– 1,657.7
– 2,485.4
200.2
– 14.0
7.5
0
– 85.7
108.0
55.4
14.7
30.4
– 13.0
17.4
104.8
Current financial liabilities measured at amortised cost
– 17,177.6
– 17,686.6
less financial instruments with an original maturity exceed-
ing 3 months
1,258.0
1,514.2
Current liabilities from cash deposits by market participants
– 53,401.3
– 93,283.2
Cash and cash equivalents
2,955.2
2,111.6
1) Previous year adjusted, see note 3.
Reconciliation to cash and cash equivalents
Cash and cash equivalents 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.
PDF (A4)
Deutsche Börse Group – Annual report 2023
208
Deutsche Börse Group – Annual report 2023
Changes in liabilities arising from financing activities
22 Earnings per share
in €m
Bonds
issued
Leasing
liabilities
Commercial
papers
Balance as at 1 Jan 2022
Cash flow from financing activities
Acquisition from business combinations
Additions from leases
Disposals from leases
Other and exchange rate differences
Balance as at 31 Dec 2022
Cash flow from financing activities
Acquisition from business combinations
Additions from leases
Disposals from leases
Other and exchange rate differences
3,636.7
479.3
0
0
0
7.5
4,123.4
2,968.8
0
0
0
3.9
486.7
– 75.9
5.1
69.2
– 18.4
14.8
481.5
– 83.6
34.9
37.2
– 3.9
3.3
Balance as at 31 Dec 2023
7,096.2
469.3
801.0
– 741.0
0
0
0
0
60.0
3.4
0
0
0
1.5
64.9
Under IAS 33, earnings per share are calculated by dividing the net profit for
the period attributable to Deutsche Börse AG shareholders (net income) by the
weighted average number of shares outstanding.
In order to determine diluted earnings per share, potentially dilutive ordinary
shares that may be acquired under the share-based payment programmes are
added to the average number of shares.
In order to determine diluted earnings per share, all subscription rights for
which a cash settlement has not been determined are assumed to be settled
with equity instruments – regardless of actual accounting in accordance with
IFRS 2.
All tranches of the Long-Term Sustainability Instrument (LSI) for which a
choice between settlement in cash or equity instruments exists were settled in
the year 2021. All current and future tranches may only be settled in cash.
There are therefore no potentially dilutive ordinary shares from the Long-Term
Sustainability Instrument.
As part of the employee incentive programmes at Institutional Shareholder Ser-
vices Inc. as well as SimCorp A/S there are ongoing option rights, which had a
small dilutive effect.
PDF (A4)
Deutsche Börse Group – Annual report 2023
209
Executive and Supervisory Board Combined management reportConsolidated financial statements/notesConsolidated income statementConsolidated statement of comprehensive incomeConsolidated balance sheetConsolidated cash flow statementConsolidated statement of changes in equityNotes to the consolidated financial statementsNotes on the consolidated income statementNotes on the consolidated statement of financial positionOther disclosuresResponsibility statement by the Executive BoardIndependent Auditor’s ReportRemuneration reportFurther informationDeutsche Börse Group – Annual report 2023
Calculation of earnings per share (basic and diluted)
23 Segment reporting
Number of shares outstanding at beginning of period
183,738,945 183,618,782
Number of shares outstanding at end of period
185,112,460 183,738,945
Weighted average number of shares outstanding
184,298,877 183,630,715
Number of potentially dilutive ordinary shares
290,191
354,805
2023
2022
Weighted average number of shares used to compute diluted
earnings per share
Net profit for the period attributable to Deutsche Börse AG
shareholders (€m)
Earnings per share (basic) (€)
Earnings per share (diluted) (€)
Segment reporting
184,589,068 183,985,520
1,724.0
1,494.4
9.35
9.34
8.14
8.12
Deutsche Börse divides its business into four segments: This structure is used
for the internal Group controlling and forms the basis for the financial report-
ing. Detailed disclosures on the segment structure, which form part of these
consolidated financial statements, can be found under the heading “Business
operations and Group structure” in the section “Deutsche Börse: Fundamental
information about the Group” in the combined management report.
Investment Management
Solutions
Trading & Clearing
Fund Services
Securities Services
Group
Net revenue (€m)
Operating costs (€m)
863.2
651.7
2,262.8
2,187.1
439.9
375.9
1,510.7
1,122.9
5,076.6
4,337.6
– 581.1
– 383.2
– 914.6
– 876.3
– 209.8
– 171.5
– 412.8
– 391.2 – 2,118.3 – 1,822.2
Result from financial investments
– 6.1
– 7.0
1.2
20.0
– 3.4
– 0.6
– 5.7
– 2.2
– 14.0
10.2
2023
2022
2023
2022
2023
2022
2023
2022
2023
2022
thereof result of the equity method measurement of
entities
EBITDA (€m)
EBITDA margin (%)
Depreciation, amortization and impairment losses
(€m)
EBIT (€m)
Capital expenditure1 (€m)
Employees (as at 31 December)
1) Excluding investments from business combinations
0
0
14.8
10.1
– 4.6
– 0.6
– 6.6
– 2.7
3.6
6.8
276.0
261.5
1,349.4
1,330.8
226.7
203.8
1,092.2
729.5
2,944.3
2,525.6
32
40
60
61
52
54
72
65
58
58
– 128.4
– 103.7
– 165.8
– 134.6
– 45.8
– 44.0
– 78.5
– 73.3
– 418.5
– 355.6
147.6
157.8
1,183.6
1,196.2
180.9
159.8
1,013.7
656.2
2,525.8
2,170.0
44.4
35.1
6,628
3,835
115.6
4,171
159.1
3,918
34.4
38.1
69.5
91.2
263.9
323.5
1,369
1,162
2,334
2,163
14,502
11,078
PDF (A4)
Deutsche Börse Group – Annual report 2023
210
Executive and Supervisory Board Combined management reportConsolidated financial statements/notesConsolidated income statementConsolidated statement of comprehensive incomeConsolidated balance sheetConsolidated cash flow statementConsolidated statement of changes in equityNotes to the consolidated financial statementsNotes on the consolidated income statementNotes on the consolidated statement of financial positionOther disclosuresResponsibility statement by the Executive BoardIndependent Auditor’s ReportRemuneration reportFurther informationDeutsche Börse Group – Annual report 2023
The net revenue includes revenue generated through external parties as well as
through intercompany transactions. The effect of intercompany revenue is
eliminated (in net revenue) at Group level, however, as the revenue generated
within the Group by a segment has the same revenue-reducing effect in the re-
spective segment. For an overview of intercompany revenue see note 4. Ser-
vices between segments are offset on the basis of measured amounts or fixed
prices.
The risks and returns from the activities of the subsidiaries operating within
the economic environment of the European Monetary Union (EMU) do not dif-
fer significantly from each other on the basis of the factors to be considered in
identifying information on geographical regions under IFRS 8. We have there-
fore identified the following regions: Euro area, other Europe, America and
Asia-Pacific.
Our business model – and that of all our segments – is focused on an interna-
tionally operating participant base and pricing does not differ depending on the
customer’s location. From a price, margin and risk perspective, this means it
does not matter whether sales revenue is generated from German or interna-
tional participants.
Sales revenue is allocated to the individual regions according to the customer’s
domicile, while investments and non-current assets are allocated according to
the company’s domicile and employees according to their location.
As described above, the analysis of sales is based on the direct customer’s bill-
ing address. This means e.g. that sales to an American investor trading a prod-
uct with an Asian underlying via a European clearing member are classified as
European sales.
Information on geographical regions
in €m
Euro zone
Rest of Europe
America
Asia-Pacific
Total of all regions
Consolidation of internal net revenue
Group
Sales revenue1
Investments2
Non-financial
non-current assets3, 4
Number of employees
2023
2022
2023
2022
2023
2022
2023
2022
2,715.6
1,466.9
719.7
320.6
5,222.8
– 89.6
5,133.2
2,543.2
1,315.0
640.3
290.0
4,788.5
– 96.2
4,692.3
211.7
25.2
27.0
0
263.9
0
263.9
281.1
8.7
32.8
0.9
323.5
0
323.5
4,478.8
5,376.9
3,307.3
35.7
13,198.7
0
13,198.7
4,396.2
1,367.9
3,552.5
36.1
9,352.7
0
9,352.7
6,655
3,514
1,552
2,781
14,502
0
14,502
5,702
1,984
1,273
2,119
11,078
0
11,078
1) Including countries in which more than 10 per cent of sales revenue was generated: Germany (2023: €1,084.0 million; 2022: €1,054.6 million), United Kingdom (2023: €916.2 million; 2022: €883.3 million) and United
States (2023: €654.0 million; 2022: €582.3 million).
2) Excluding goodwill and right-of-use assets from leasing.
3) Including countries in which more than 10 per cent of assets are held: Denmark (2023: €3,989.7 million; 2022: €0.2 million), Germany (2023: €3,787.9 million; 2022: €3,701.1 million), United States (2023: €3,306.0
million; 2022: €3,552.5 million) and Switzerland (2023: €1,357.6 million; 2022: €1,334.6 million).
4) These include intangible assets, property, plant and equipment as well as investments in associates and joint ventures.
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Executive and Supervisory Board Combined management reportConsolidated financial statements/notesConsolidated income statementConsolidated statement of comprehensive incomeConsolidated balance sheetConsolidated cash flow statementConsolidated statement of changes in equityNotes to the consolidated financial statementsNotes on the consolidated income statementNotes on the consolidated statement of financial positionOther disclosuresResponsibility statement by the Executive BoardIndependent Auditor’s ReportRemuneration reportFurther informationDeutsche Börse Group – Annual report 2023
24 Financial risk management
Detailed qualitative disclosures on financial instruments in line with IFRS
7.33, which form part of these consolidated financial statements, such as the
type and extent of the risks arising from the financial instruments, as well as
the objectives, strategies and processes of managing the risks, can be found
under the headings “Risk management approach”, “Organisational structure
and reporting lines for risk management” and “Centrally coordinated risk man-
agement process” in the “Risk report” section of the combined management
report.
Financial risks mainly arise in the form of credit risks and to a lesser extent in
the form of market price risks. They are quantified by reference to the eco-
nomic capital concept (for detailed disclosures, see the section “Financial
risk”). Required economic capital is assessed on a 99.9 per cent confidence
level for a one-year holding period. It is compared with the Group’s liable eq-
uity capital so as to test the Group’s ability to absorb extreme and unexpected
losses. Required economic capital (REC) for financial risk is calculated at the
end of each month and amounted to €600.0 million as at 31 December
2023.
We evaluate our risk position continuously. In the view of the Executive Board,
no threat to the continued existence of the Group can be identified at this time.
Credit risk
through profit or loss, for financial instruments of the central counterparties
and derivative financial investments. Fundamentally and unless otherwise
stated, the maximum risk exposure is the carrying amount shown in the con-
solidated statement of financial position.
Cash investments
Clearstream receives cash deposits from its customers in various currencies,
whereby Eurex Clearing AG receives cash collateral, mainly in EUR and CHF,
and European Commodity Clearing AG mainly in EUR. These units invest the
funds received in accordance with the treasury policy, which gives rise to a po-
tential credit risk.
We mitigate such risks either – to the extent possible – by investing short-term
funds on a secured basis, e.g. via reverse repurchase agreements, or by de-
positing them with central banks.
Eligible collateral for reverse repurchase agreements mainly consists of highly
liquid financial instruments with a minimum rating of AA– (Standard &
Poor’s/Fitch) or Aa3 (Moody’s) issued or guaranteed by governments or supra-
national institutions.
Counterparty credit risk is monitored on the basis of an internal rating system.
Unsecured cash investments are permitted only with counterparties with in-
vestment grade ratings within the framework of defined counterparty credit
limits. An investment grade rating in this context means an internal rating of at
least D, which corresponds to an external Fitch rating of at least BBB.
Credit risks at DBG arise from trade receivables and contract assets, fixed in-
come securities held at amortised cost, receivables from money market busi-
ness, including reverse repos, overdraft facilities from the securities settlement
business, receivables from the CCP business, cash and other bank balances.
Further credit risks exist for fund interests and convertible bonds at fair value
The carrying amount of reverse repurchase agreements as at 31 December
2023 was €9,424.2 million (2022: €6,805.2 million) and is shown in the
items “Restricted bank balances” and “Financial assets measured at amortised
cost”. The fair value of securities received as collateral under reverse repur-
chase agreements was €9,614.5 million (2022: €7,144.9 million).
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Executive and Supervisory Board Combined management reportConsolidated financial statements/notesConsolidated income statementConsolidated statement of comprehensive incomeConsolidated balance sheetConsolidated cash flow statementConsolidated statement of changes in equityNotes to the consolidated financial statementsNotes on the consolidated income statementNotes on the consolidated statement of financial positionOther disclosuresResponsibility statement by the Executive BoardIndependent Auditor’s ReportRemuneration reportFurther informationDeutsche Börse Group – Annual report 2023
Clearstream Banking S.A. and Eurex Clearing AG are entitled to pledge the eli-
gible securities received to their central banks in order to make use of the cen-
tral banks’ monetary policy instruments.
December 2023 (2022: €131.6 million). The portfolio of deposited collateral
is not directly attributed to any utilisation, but is determined by the scope of
the entire business relationship and the limits granted.
Neither Clearstream Banking S.A nor Eurex Clearing AG had pledged securities
to central banks as at 31 December 2023 (2022: Clearstream Banking S.A
€451.3 million and Eurex Clearing AG €0.0 million).
In addition, Clearstream Banking S.A., Clearstream Banking Frankfurt AG and
Eurex Clearing AG used forex swaps in the context of their cash investments.
Loans for settling securities transactions
Clearstream grants customers intraday technical overdraft facilities to maximise
settlement efficiency. Lending takes place on a secured basis and the individ-
ual borrowing participants must provide full collateral for their credit limits in
line with the EU regulation. These credit limits can be revoked at the discre-
tion of the Clearstream sub-group. As at 31 December 2023 they came to a
total of €175.3 billion. €7.1 billion of the total is unsecured and only relates
to credit lines granted in special exceptional cases to selected central banks
and multilateral development banks, partly on the basis of the borrower’s
credit rating and partly on a zero-risk weighting according to Regulation (EU)
No. 575/2013 (CRR) and after approval by the Executive Board of the Clear-
stream sub-group.
Actual outstandings at the end of each business day generally represent a
small fraction of the facilities and amounted to €392.7 million as at 31
In addition, Clearstream guarantees the risks arising from the Automated Secu-
rities Fails Financing programme that it offers its clients, in which Clearstream
Banking S.A. acts as an intermediary between the lender and the borrower.
This risk is covered by pledged collateral on the borrower’s account. As at
31 December 2023 the outstanding guarantees under this programme
amounted to €521.7 million (2022: €1,385.2 million). The securities
pledged in connection with these loans amounted to €550.7 million (2022:
€1,731.5 million).
Trade receivables
The maximum credit risk for the item trade receivables is €1,840.5 million as
at 31 December 2023 (2022: €2,295.7 million). Trading, settlement and
custody fees are generally collected without delay by direct debit. Fees for
other services, such as the provision of data and information, are settled
mainly by transfer. Trade receivables are analysed using an expected credit
loss model based on the simplified approach as outlined in IFRS 9. To meas-
ure the expected credit loss, trade receivables and contract assets have been
grouped based on the days past due. The trade receivables share the main risk
characteristics. The expected loss amount has been determined by applying
the lifetime expected loss approach. The expected loss rates are based on the
payment profiles over a period of five years and the loss profile experienced
over that period.
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Executive and Supervisory Board Combined management reportConsolidated financial statements/notesConsolidated income statementConsolidated statement of comprehensive incomeConsolidated balance sheetConsolidated cash flow statementConsolidated statement of changes in equityNotes to the consolidated financial statementsNotes on the consolidated income statementNotes on the consolidated statement of financial positionOther disclosuresResponsibility statement by the Executive BoardIndependent Auditor’s ReportRemuneration reportFurther informationDeutsche Börse Group – Annual report 2023
Loss allowances for trade receivables as at 31 December 2023
in €m
Expected loss rate
Trade receivables
Loss allowance
Not more than
30 days past
due
Not more than
60 days past
due
Not more than
90 days past
due
Not more than
120 days past
due
Not more than
360 days past
due
More than 360
days past due
Insolvent
Total
0%
97.2
0
0%
22.6
0
0.4%
0.4%
7.9
0
4.7
0
2.3%
13.7
0.3
99.8%
100%
5.3
5.3
2.7
2.7
154.0
8.3
Loss allowances for trade receivables as at 31 December 2022
in €m
Expected loss rate
Trade receivables
Loss allowance
Not more than
30 days past
due
Not more than
60 days past
due
Not more than
90 days past
due
Not more than
120 days past
due
Not more than
360 days past
due
More than 360
days past due
Insolvent
Total
0.0%
92.7
0
0.0%
14.8
0
0.2%
8.9
0
0.9%
2.8
0
2.1%
12.5
0.3
98.5%
100%
3.8
3.6
2.4
2.4
137.9
6.3
Trade receivables are written off when there is no reasonable expectation of re-
covery. The following criteria are used for the assessment of derecognition:
Insolvency proceedings are not started for want of assets.
Insolvency proceedings have not resulted in any payment for a period of
three years, and there is no indication that any amount will be received going
forward.
In the reporting year, as in the previous year there were no significant write-
offs due to customer defaults (2022: nil).
Contract assets
The maximum credit risk for the item contract assets was €375.5 million as at
31 December 2023 (2022: nil). Impairments of €3.0 million were recognised
on contract assets as at 31 December 2023. No contract assets were recog-
nised as at 31 December 2022. Contract assets relate to rights to considera-
tion from customers for software licences under subscription agreements with
future payments, if this right depends on future performance by us. Contract
assets from contracts with customers are measured at amortised cost less ex-
pected credit losses. Contract assets come within the scope of the IFRS 9 im-
pairment testing rules. The simplified approach is used and the expected credit
loss over the entire term is estimated.
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Executive and Supervisory Board Combined management reportConsolidated financial statements/notesConsolidated income statementConsolidated statement of comprehensive incomeConsolidated balance sheetConsolidated cash flow statementConsolidated statement of changes in equityNotes to the consolidated financial statementsNotes on the consolidated income statementNotes on the consolidated statement of financial positionOther disclosuresResponsibility statement by the Executive BoardIndependent Auditor’s ReportRemuneration reportFurther informationDeutsche Börse Group – Annual report 2023
Debt securities
The maximum credit risk for the item debt securities was €1,975.7 million as
at 31 December 2023 (2022: €2,305.3 million). All debt securities are con-
sidered to have low default risk and the loss allowance recognised during the
period was therefore limited to twelve months’ expected losses. The Group
considers listed bonds to have a low credit risk if they have an investment
grade credit rating from an external rating agency.
Development of the loss allowance
Development of the loss allowance
Debt securities
Trade
receivables
Trade
receivables
Loans from the
securities
settlement
business1
in €m
Stage 1 Stage 1/2
Stage 3
Stage 3
Total
Closing loss allowance
as at 1 January 2022
Increase from business
combinations
Increase in the allow-
ance recognised
in profit or loss during
the period
Decrease in the allow-
ance recognised
in profit or loss during
the period
Closing loss allowance
as at 31 December
2022
Increase from business
combinations
Increase in the allow-
ance recognised
in profit or loss during
the period
Decrease in the allow-
ance recognised
in profit or loss during
the period
Closing loss allowance
as at 31 December
2023
0.4
0.8
7.9
1.7
10.8
0
0
– 0.1
0
– 0.1
0.1
0
0.7
0
0.8
– 0.1
– 0.5
– 2.6
– 0.2
– 3.4
0.4
0.3
6.0
1.5
0
0.4
0
0
8.2
0.4
0.1
0.1
3.3
0.8
4.3
– 0.0
– 0.1
– 1.7
0
– 1.8
0.4
0.8
7.6
2.3
11.0
1) Loss allowances for loans from the securities settlement business were reported as part of trade payables
in previous years. This resulted in a reclassification to the item “Other financial assets measured at
amortised cost” in the amount of € 1.5 million.
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Executive and Supervisory Board Combined management reportConsolidated financial statements/notesConsolidated income statementConsolidated statement of comprehensive incomeConsolidated balance sheetConsolidated cash flow statementConsolidated statement of changes in equityNotes to the consolidated financial statementsNotes on the consolidated income statementNotes on the consolidated statement of financial positionOther disclosuresResponsibility statement by the Executive BoardIndependent Auditor’s ReportRemuneration reportFurther informationDeutsche Börse Group – Annual report 2023
Financial instruments of the central counterparties
The maximum credit risk for financial instruments of the central counterparties
as at 31 December 2023 was €100,991.0 million (2022: €155,339.2 mil-
lion) and is based on the net value of all margin requirements for transactions
closed on the reporting date and collateral for the default fund. This amount
represents the risk-based view of Eurex Clearing AG and European Commodity
Clearing AG, while the carrying amount of the “financial instruments held by
central counterparties” item in the balance sheet shows the gross amount of
the open trades according to IAS 32. To safeguard the Group’s central counter-
parties against the risk of default by a clearing member, the clearing conditions
require the clearing members to deposit margins in the form of cash or securi-
ties on a daily basis or an intraday basis in the amount stipulated by the re-
spective clearing house. The amount of collateral deposited for the financial in-
struments of the central counterparties was €122,728.0 million as at 31 De-
cember 2023 (2022: €182,104.6 million). This amount represents the collat-
eral value of cash and securities collateral deposited for margins, covering the
net value of all margin and default fund requirements
Management of credit risk concentration, including collateral concentration,
and so-called large exposures, is conducted in compliance with applicable reg-
ulatory requirements such as those arising from, among others, articles 387–
410 of Regulation (EU) 575/2013 (Capital Requirements Regulation, CRR),
article 47 paragraph 8 of Regulation (EU) 648/2012 (European Market Infra-
structure Regulation, EMIR) and respectively applicable national requirements
(see also the disclosures on capital management under the heading “Regula-
tory capital requirements and regulatory capital ratios” in the Risk manage-
ment section of the combined management report). Requirements of concen-
tration risks arising from Regulation (EU) 909/2014 (Central Securities Depos-
itory Regulation, CSDR) have been implemented as part of Deutsche Börse
Group’s affiliated CSD recognised in under article 16 CSDR.
The required economic capital (based on the so-called “Value at Risk” (VaR)
with a confidence level of 99.9 per cent) for credit risk is calculated monthly
for each day and amounted to €457.0 million as at 31 December 2023
(2022: €430.0 million).
Additional security mechanisms of the Group’s central counterparties are de-
scribed in detail in the section “Risk report”.
Credit risk concentrations
Our business model and the resulting business relationships mean that credit
risk is concentrated in the financial services sector. Credit limits for counter-
parties prevent any excessive concentration of credit risks on individual coun-
terparties. Concentrations of collateral are also monitored.
We also apply additional methods in order to detect credit concentration risks.
We analyse the impact of a default by our two largest counterparties with un-
secured commitments and stressed recovery parameters. In addition, analyses
are carried out for the Group’s top 5 and top 10 counterparties, based on the
risk-weighted commitments of the individual counterparties. All the concentra-
tion metrics have dedicated early warning thresholds and limits and are part of
the quarterly risk reporting to the Executive Board. As in the previous year, no
material adverse credit concentrations were detected in 2023.
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Executive and Supervisory Board Combined management reportConsolidated financial statements/notesConsolidated income statementConsolidated statement of comprehensive incomeConsolidated balance sheetConsolidated cash flow statementConsolidated statement of changes in equityNotes to the consolidated financial statementsNotes on the consolidated income statementNotes on the consolidated statement of financial positionOther disclosuresResponsibility statement by the Executive BoardIndependent Auditor’s ReportRemuneration reportFurther informationDeutsche Börse Group – Annual report 2023
Market risk
Market risk arises from changes in interest rates, foreign-exchange rates and
other market prices. Deutsche Börse Group is generally only affected to a lim-
ited extent by market risk.
The economic capital required for market price risks (based on the Value at
Risk (VaR) with a confidence level of 99.9 per cent) is calculated at the end of
each month. As of 31 December 2023 the economic capital for market price
risks was €143.0 million (2022: €114.0 million).
In the 2023 financial year, no impairment losses (2022: €1.0 million) were
recognised in profit or loss for entities accounted for using the equity method
that are not included in the VaR for market risk.
Interest rate risk
Changes in market interest rates may affect Deutsche Börse Group’s net in-
come for the period attributable to Deutsche Börse AG shareholders. This risk
arises whenever interest terms of financial assets and liabilities are different.
Interest-rate-sensitive assets include the Group’s money market and invest-
ment portfolios, while interest rate sensitive liabilities mainly consist of short-
term debt instruments. Interest rate risk from long-term liabilities of Deutsche
Börse AG is mitigated through issuance of fixed-coupon bonds.
In line with our risk strategy, we may use financial instruments to hedge exist-
ing or highly probable interest rate exposures. For this purpose, interest rate
swaps, as well as swaptions, might be used. Our treasury policy requires the
critical parameters of the hedging instruments to match the hedged items.
Deutsche Börse Group issued three fixed rate bonds with a total nominal value
of €3 billion in 2023 in connection with the takeover of SimCorp. To hedge
the long-term financing against unexpected interest rate increases, three for-
ward starting deal contingent interest rate swaps with a nominal value of
€2 billion were taken out in May 2023. These swaps were dissolved when the
fixed interest bonds were issued in September 2023. Cash flow hedge
accounting was applied to this hedging. Details of Deutsche Börse Group’s
outstanding bonds can be found in the “Financial position” section of the
combined management report.
Cash received as deposits from market participants is invested mainly via
short-term reverse repos and in the form of overnight deposits at central banks,
limiting the risk of a negative impact due to a changed interest rate environ-
ment. Negative interest rates resulting from reinvestments of these cash depos-
its are passed on to the respective Clearstream customers after applying an ad-
ditional margin. For Eurex Clearing AG, interest rates on cash collateral are in
principle calculated based on a predefined market benchmark rate per cur-
rency after deducting an additional spread per currency. In exceptional cases
such as market disruption, Eurex Clearing AG reserves the right to calculate in-
terest rates on cash collateral based on the recognised interest rate.
Group entities may furthermore invest their own capital and part of customer
cash balances in high-quality liquid bonds.
The risk from interest-bearing assets and liabilities is monitored every business
day and systematically limited. The system consists of a combined limit metric
(CLM) that covers both liquidity and interest rate risk. The interest rate risk
limits determine the acceptable maximum loss caused by a hypothetical ad-
verse yield curve shift.
In this way, the cash flow risk arising from potential interest rate changes was
hedged. Cash flow hedge accounting was applied to this hedging.
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Executive and Supervisory Board Combined management reportConsolidated financial statements/notesConsolidated income statementConsolidated statement of comprehensive incomeConsolidated balance sheetConsolidated cash flow statementConsolidated statement of changes in equityNotes to the consolidated financial statementsNotes on the consolidated income statementNotes on the consolidated statement of financial positionOther disclosuresResponsibility statement by the Executive BoardIndependent Auditor’s ReportRemuneration reportFurther informationDeutsche Börse Group – Annual report 2023
Foreign-exchange rate risk
Measuring and managing foreign-exchange risk is important for reducing our
exposure to exchange rate movements. The three main types of foreign-ex-
change risk that we are exposed to are cash flow-, translation- and transac-
tion-related foreign-exchange risk. Cash flow risk reflects the risk of fluctua-
tions in the present value of future operating cash flows from foreign-exchange
movements. Translation risk comprises effects from the valuation to our assets
and liabilities in foreign currencies. Finally, transaction risk is closely related to
cash flow risk; it may arise through changes in the structure of asset and lia-
bilities in foreign currencies.
Currency mismatches are avoided to the maximum extent possible. All types of
foreign exchange risk are measured regularly and monitored at Group level.
Limits are set for the cash flow and currency translation risks that affect our
gains and losses. Deutsche Börse Group’s treasury policy defines risk limits
which take into account historic foreign-exchange rate fluctuations. Any expo-
sure exceeding those limits must be hedged. Foreign-exchange exposures be-
low the defined limits may also be hedged. Management of foreign-exchange
risks is in principle based on the Group level. Hedging may take place on a
single entity level if foreign-exchange risk threatens the viability of the single
entity.
We operate internationally and are, to a limited extent, exposed to foreign-ex-
change risk, primarily in US$, Fr., £ and Kč. Exchange rate fluctuations may
affect our profit margins and the value of assets and liabilities denominated in
a currency that is not the functional currency of the relevant Group entity. The
respective currency risks arise mainly from operating income and expenses de-
nominated in a currency other than the functional currency, partly from that
portion of the Clearstream segment’s sales revenue and net interest income
from treasury activities in banking and similar business that is directly or indi-
rectly in US$.
To eliminate foreign-exchange risks we use financial instruments to hedge ex-
isting or highly probable forecast transactions. The Group may use foreign-ex-
change forwards, foreign-exchange options as well as cross-currency swaps to
hedge the exposure to foreign-exchange risk. Under the Group’s policy, the
critical terms of forwards and options must align with the hedged items.
Clearstream Banking S.A. entered into foreign-exchange forwards in 2023 to
hedge part of the risk from the result of treasury activities in banking and simi-
lar business in US$. In addition, the Group uses foreign exchange derivatives
to hedge foreign exchange risks in connection with internal cash pooling and
loans.
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Executive and Supervisory Board Combined management reportConsolidated financial statements/notesConsolidated income statementConsolidated statement of comprehensive incomeConsolidated balance sheetConsolidated cash flow statementConsolidated statement of changes in equityNotes to the consolidated financial statementsNotes on the consolidated income statementNotes on the consolidated statement of financial positionOther disclosuresResponsibility statement by the Executive BoardIndependent Auditor’s ReportRemuneration reportFurther informationDeutsche Börse Group – Annual report 2023
Contractually agreed credit lines
Company
Purpose of credit
line
Currency Amount at 31
Dec 2023
m
Amount at 31
Dec 2022
m
Deutsche Börse AG
Working capital1)
Eurex Clearing AG
Settlement
Settlement
Settlement2)
Clearstream Banking S.A.
Working capital1)
Settlement2)
Settlement2)
Settlement2)
Clearstream Banking AG
Settlement
European Energy Exchange AG Working capital
European Commodity Clearing
AG
Axioma Inc.
SimCorp A/S
Settlement
Working capital
Settlement
€
€
Fr.
US$
€
€
600.0
900.0
200.0
300.0
750.0
600.0
900.0
200.0
300.0
750.0
4,375.0
4,225.0
US$
2,950.0
3,200.0
£
€
€
€
0
200.0
22.0
350.0
200.0
22.0
140.0
140.0
US$
DKK
1.9
266.3
1.7
0.0
1) €500.0 million of Deutsche Börse AG’s working capital credit lines is a sub-credit line of Clearstream
Banking S.A.’s €750.0 million working capital credit line.
2) Including committed foreign exchange swap lines and committed repo lines.
Other market risks
Market risk also arises from investments in bonds, investments in funds and
futures within the framework of contractual trust arrangements (CTAs) and
from the Clearstream Pension Fund in Luxembourg. For the CTAs, the invest-
ment is protected by a predefined floor, which reduces the risk of extreme
losses for Deutsche Börse Group. In addition, there are equity price risks aris-
ing from strategic equity investments.
Liquidity risk
For us, liquidity risk may arise from potential difficulties in renewing maturing
financing, such as commercial paper, issued bonds as well as bilateral and
syndicated credit facilities. Financing arrangements required for unexpected
events may also result in a liquidity risk. Most of our cash investments are
short-term to ensure that liquidity is available, should such a financing need
arise. Both Eurex Clearing AG and Clearstream can invest stable customer
credit balances in secured money market products (for up to one year for Eu-
rex Clearing and six months for Clearstream) or in investment grade securities
with a remaining term to maturity of less than five years for Eurex Clearing and
Clearstream, subject to strict monitoring of mismatching and interest rate lim-
its. Term investments can be transacted via reverse repurchase agreements
against highly liquid collateral. For refinancing purposes, Eurex Clearing AG
and Clearstream Banking S.A. can pledge eligible securities with their respec-
tive central banks. In terms of the maturities of the cash spreads received from
customers and its corresponding investments, Eurex Clearing is almost per-
fectly matched.
The companies of Deutsche Börse Group have the following credit lines at
their disposal, which were not recognised as of the balance sheet date.
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Executive and Supervisory Board Combined management reportConsolidated financial statements/notesConsolidated income statementConsolidated statement of comprehensive incomeConsolidated balance sheetConsolidated cash flow statementConsolidated statement of changes in equityNotes to the consolidated financial statementsNotes on the consolidated income statementNotes on the consolidated statement of financial positionOther disclosuresResponsibility statement by the Executive BoardIndependent Auditor’s ReportRemuneration reportFurther informationDeutsche Börse Group – Annual report 2023
Clearstream Banking S.A. has a bank guarantee (letter of credit) in favour of
Euroclear Bank S.A./N.V. issued by an international consortium to secure daily
deliveries of securities between Euroclear Bank S.A./N.V. and Clearstream
Banking S.A. As at 31 December 2023 this guarantee came to US$ 3.0 bil-
lion (2022: US$3.0 billion). Euroclear Bank S.A./N.V. has also issued a guar-
antee in favour of Clearstream Banking S.A. amounting to US$ 3.0 billion
(2022: US$3.0 billion).
A commercial paper programme offers Deutsche Börse AG and subsidiaries an
opportunity for flexible, short-term financing, involving a total facility of
€3.5 billion in various currencies. We had issued commercial paper with a
nominal volume of €1,142.1 million as at 31 December (2022: €566.0 mil-
lion)
In 2023, after the successful acquisition of SimCorp, Standard & Poor’s down-
graded Deutsche Börse AG’s long-term issuer credit rating to AA–. Deutsche
Börse AG’s commercial paper programme also had the highest short-term rat-
ing of A-1+. The AA rating of Clearstream Banking S.A. was confirmed with a
stable outlook by the rating agencies Fitch and S&P Global Ratings (S&P) in
2023. S&P also rated Clearstream Banking AG as AA in November 2023. For
further details on the rating of Deutsche Börse Group, see section “Financial
position” section in the combined management report.
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Executive and Supervisory Board Combined management reportConsolidated financial statements/notesConsolidated income statementConsolidated statement of comprehensive incomeConsolidated balance sheetConsolidated cash flow statementConsolidated statement of changes in equityNotes to the consolidated financial statementsNotes on the consolidated income statementNotes on the consolidated statement of financial positionOther disclosuresResponsibility statement by the Executive BoardIndependent Auditor’s ReportRemuneration reportFurther informationDeutsche Börse Group – Annual report 2023
Maturity analysis of financial instruments (1)
€m
31 Dec 2023
Contractual maturity
Sight
Not more than
3 months
More than 3
months but not
more than 1 year
More than 1 year
but not more than
5 years
Over 5 years
Reconcili-
ation to carrying
amount
Carrying amount
Non-derivative financial liabilities
Non-current financial liabilities measured at amortised cost
thereof lease liabilities
Non-current financial liabilities at fair value through profit or loss
Trade payables
0
0
0
2.4
Current financial liabilities measured at amortised cost
15,335.3
thereof lease liabilities
Current financial liabilities at fair value through profit or loss
0
0
7.4
149.9
3,667.1
5,048.8
– 1,389.1
7,484.0
0
0
1,511.3
1,587.1
21.8
0
0
0
0.4
248.7
63.2
0.1
186.2
198.1
0.3
0.0
7.3
0
0
0
0
0
0.0
0
0
0
0
0
0
384.3
0.3
1,514.2
– 0.9
17,177.6
0
0
0
85.0
0.1
53,401.3
15,605.7
37,190.9
604.7
Cash deposits by market participants
Total non-derivative financial
liabilities (gross)
30,943.4
40,296.7
1,003.8
3,674.7
5,048.8
– 1,390.1
79,577.4
Derivatives and financial instruments held by central counterparties
Financial instruments and derivatives held by central counterparties
47,582.0
70,925.7
18,834.2
7,078.3
589.3
less financial assets and derivatives held by central counterparties
– 48,145.0
– 70,925.7
– 18,834.2
– 7,078.3
– 589.3
0
0
145,009.5
– 145,572.5
Cash inflow – derivatives and hedges
Cash flow hedges
Fair value hedges
Derivatives held for trading
Cash outflow – derivatives and hedges
Cash flow hedges
Fair value hedges
Derivatives held for trading
Total
0
0
35.9
0
1,168.6
2,835.0
313.1
0
0
0
0
– 37.2
– 304.7
0
– 1,168.3
– 2,843.7
– 562.7
– 10.1
0
0
8.3
0
0
0
0
0
0
0
0
0
0
0
0
0
0
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Executive and Supervisory Board Combined management reportConsolidated financial statements/notesConsolidated income statementConsolidated statement of comprehensive incomeConsolidated balance sheetConsolidated cash flow statementConsolidated statement of changes in equityNotes to the consolidated financial statementsNotes on the consolidated income statementNotes on the consolidated statement of financial positionOther disclosuresResponsibility statement by the Executive BoardIndependent Auditor’s ReportRemuneration reportFurther informationDeutsche Börse Group – Annual report 2023
Maturity analysis of financial instruments (2)
€m
31 Dec 20221
Non-derivative financial liabilities
Non-current financial liabilities measured at amortised cost
thereof lease liabilities
Non-current financial liabilities at fair value through profit or loss
Trade payables
Current financial liabilities measured at amortised cost
thereof lease liabilities
Current financial liabilities at fair value through profit or loss
Cash deposits by market participants
Total non-derivative financial
liabilities (gross)
Derivatives and financial instruments held by central counterparties
Financial instruments and derivatives held by central counterparties
less financial assets and derivatives held by central counterparties
Cash inflow – derivatives and hedges
Cash flow hedges
Fair value hedges
Derivatives held for trading
Cash outflow – derivatives and hedges
Cash flow hedges
Fair value hedges
Derivatives held for trading
Total derivatives and hedges
1) Previous year adjusted, see note 3.
Contractual maturity
Sight
Not more than
3 months
More than 3
months but not
more than 1 year
More than 1 year
but not more than
5 years
Over 5 years
Reconcili-
ation to carrying
amount
Carrying amount
0
0
0
0.1
15,710.3
0
0
0
7.4
0
0
2,039.7
1,657.1
19.1
0.3
92,606.4
34.6
0
0
0.1
122.1
58.2
0
676.7
706.5
203.9
6.1
0
0
0
0
0
3,450.3
253.5
0
0
0
0
0
0
336.1
– 46.7
0
0
– 6.5
– 6.5
0
0
4,535.0
410.7
6.1
2,039.8
17,482.8
70.8
0.3
93,283.1
15,710.3
96,310.8
833.4
712.6
3,450.3
329.6
117,347.1
81,408.6
– 81,772.6
37,670.2
– 37,670.2
10,489.9
– 10,489.9
8,350.5
– 8,350.5
728.0
– 728.0
0
0
138,647.2
– 139,011.2
0
0
284.0
0
0
– 285.6
– 365.6
0
0
4,444.8
0
0
1,255.9
– 36.5
0
– 4,506.7
– 98.4
– 109.6
0
– 1,324.2
– 177.9
194.0
0
0
– 225.9
0
0
– 31.9
0
0
0
0
0
0
0
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Executive and Supervisory Board Combined management reportConsolidated financial statements/notesConsolidated income statementConsolidated statement of comprehensive incomeConsolidated balance sheetConsolidated cash flow statementConsolidated statement of changes in equityNotes to the consolidated financial statementsNotes on the consolidated income statementNotes on the consolidated statement of financial positionOther disclosuresResponsibility statement by the Executive BoardIndependent Auditor’s ReportRemuneration reportFurther informationDeutsche Börse Group – Annual report 2023
25 Financial liabilities and other risks
Legal risks
The companies of Deutsche Börse Group are exposed to litigation. Such litiga-
tion may result in payments by entities in 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 obli-
gation if such amount is reasonably estimable. The management of the entity
affected must assess whether the possible obligation results from a past event,
as well as evaluate the probability of a cash outflow and estimate its amount.
We recognise provisions for possible losses only if there is a present obligation
arising from a past event that is likely to result in an outflow of resources and
if the Group can reliably estimate the amount of the obligation (see also note
19). Contingent liabilities may result from present obligations and from possi-
ble obligations arising from events in the past. In order to identify the litigation
for which the possibility of a loss is more than unlikely, as well as how the
possible loss is estimated, Deutsche Börse Group considers a large number of
factors, including the nature of the claim and the facts on which it is based,
the jurisdiction and course of the individual proceedings, the experience of the
Group, prior settlement talks (to the extent that they have already taken place)
as well as expert opinions and evaluations of legal advisers.
Losses also may arise from legal risks which are not highly probable, so that
no provisions have been recognised. If the event is not completely improbable,
the legal risks may have to be recognised as contingent liabilities. As neither
the timing of these contingent liabilities nor the amount of any payment can be
estimated reliably, any quantitative disclosure would not be a useful guide to
possible future losses. For this reason, no figure is shown for contingent liabili-
ties.
The main legal disputes that have been classified as contingent liabilities as at
31 December 2023 and for which consequently no provisions have been rec-
ognised as at 31 December 2023 are described below.
Litigation involving Clearstream Banking S.A. in connection with the Central
Bank of Iran
Clearstream Banking S.A. is involved in different legal proceedings in Luxem-
bourg and the U.S. in connection with the Iranian central bank, Bank Markazi.
On the one hand of this, different plaintiffs groups – each of which have ob-
tained U.S. judgements against Iran and/or Bank Markazi – are seeking turno-
ver of assets that Clearstream Banking S.A. is holding as custodian in Luxem-
bourg and that are attributed to Bank Markazi. Several of these plaintiffs
groups also raise direct claims for damages against Clearstream Banking S.A.
On the other hand, Bank Markazi is suing, among others, Clearstream Banking
S.A. in Luxembourg in connection with assets that currently or in the past
were held by Clearstream Banking S.A. as custodian.
On the basis of a binding and enforceable U.S. judgement in 2013, assets in
an amount of approx. USD 1.9 billion were already turned over to a plaintiffs
group in a U.S. proceeding (“Peterson I”) to which Bank Markazi also was a
party. Currently, the following proceedings that were initiated by the men-
tioned plaintiffs groups and that primarily target assets attributed to Bank
Markazi are ongoing:
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Executive and Supervisory Board Combined management reportConsolidated financial statements/notesConsolidated income statementConsolidated statement of comprehensive incomeConsolidated balance sheetConsolidated cash flow statementConsolidated statement of changes in equityNotes to the consolidated financial statementsNotes on the consolidated income statementNotes on the consolidated statement of financial positionOther disclosuresResponsibility statement by the Executive BoardIndependent Auditor’s ReportRemuneration reportFurther informationDeutsche Börse Group – Annual report 2023
“Peterson II” plaintiffs group: On 30 December 2013, plaintiffs filed a com-
plaint in the U.S. against Clearstream Banking S.A. and other parties seeking
turnover of certain assets that Clearstream Banking S.A. holds as a custodian
in Luxembourg and that are attributed to Bank Markazi. The proceedings
since then had advanced to the U.S. Supreme Court but were then re-
manded to the district court. On 22 March 2023, the district court awarded
judgement to the plaintiffs for turnover of approximately USD 1.7 billion that
are attributed to Bank Markazi and held in custody at Clearstream Banking
S.A. in Luxembourg in a client account. Clearstream Banking S.A. appealed
against the decision.
“Havlish” plaintiffs group: On 14 October 2016, plaintiffs filed a complaint
in the U.S. against Clearstream Banking S.A. and other parties. Besides the
request for turnover of certain assets that Clearstream Banking S.A. holds as
a custodian in Luxembourg, the complaint also asserted direct damage
claims against Clearstream Banking S.A. and other defendants in the amount
of up to approx. USD 6.6 billion (plus punitive damages and interest). On 12
October 2020, an amended complaint was filed in this case, which added
further plaintiffs and which in turn asserted additional damages of approx.
USD 3.3 billion (plus punitive damages and interest) against Clearstream
Banking S.A. and the other defendants.
“Levin” plaintiffs group: On 26 December 2018, plaintiffs filed a complaint
in the U.S. against Clearstream Banking S.A. and other parties. Besides the
request for turnover of certain assets that Clearstream Banking S.A. holds as
a custodian in Luxembourg, the complaint also asserted direct damage
claims against Clearstream Banking S.A. and other defendants in the amount
of up to approx. USD 29 million (plus punitive damages and interest). The
plaintiffs withdrew their complaint effective as of 24 April 2023.
“Heiser” plaintiffs group: On 4 December 2019, plaintiffs from a previous
case filed a new complaint in the U.S. against Clearstream Banking S.A. tar-
geting turnover of certain assets that Clearstream Banking S.A. holds as a
custodian in Luxembourg.
“Ofisi” plaintiffs group: On 26 August 2020, plaintiffs filed a complaint in the
U.S. against Clearstream Banking S.A. and other parties. Besides the request
for turnover of certain assets that Clearstream Banking S.A. holds as a custo-
dian in Luxembourg, the complaint also asserts direct damage claims against
Clearstream Banking S.A. and other defendants in the amount of up to ap-
prox. USD 8.7 billion (plus punitive damages and interest).
On 24 November 2020, plaintiffs from the abovementioned Havlish case
also sued Clearstream Banking S.A. and other parties in Luxembourg. The
complaint, among others, asserts direct damage claims against Clearstream
Banking S.A. and other defendants in the amount of up to approx.
USD 5.5 billion (plus interest).
“Acosta/Beer/Greenbaum/Kirschenbaum” plaintiffs group: On 28 February
2022, plaintiffs filed new complaints in the U.S. against Clearstream Bank-
ing S.A. targeting turnover of certain assets that Clearstream Banking S.A.
holds as a custodian in Luxembourg.
In connection with assets concerning Bank Markazi, Bank Markazi on 17 Jan-
uary 2018 filed a complaint in Luxembourg court naming Clearstream Banking
S.A. and Banca UBAE S.p.A. as defendants. The complaint primarily seeks the
restitution of assets totalling approximately USD 4.9 billion (plus interest),
which the complaint alleges are held on accounts of Banca UBAE S.p.A. and
Bank Markazi with Clearstream Banking S.A. Alternatively, Bank Markazi
seeks damages in the same amount.
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Executive and Supervisory Board Combined management reportConsolidated financial statements/notesConsolidated income statementConsolidated statement of comprehensive incomeConsolidated balance sheetConsolidated cash flow statementConsolidated statement of changes in equityNotes to the consolidated financial statementsNotes on the consolidated income statementNotes on the consolidated statement of financial positionOther disclosuresResponsibility statement by the Executive BoardIndependent Auditor’s ReportRemuneration reportFurther informationDeutsche Börse Group – Annual report 2023
In another proceeding, on 30 April 2021, a Luxembourg first instance court at
the request of Bank Markazi issued a declaratory judgement against Clear-
stream Banking S.A. in connection with, amongst others, the abovementioned
Peterson II proceedings pending in the U.S. The first instance decision of 30
April 2021 subjects the transfer of assets attributed to Bank Markazi based on
a U.S. decision to the requirement of prior judicial recognition in Luxembourg,
violation of which is punishable by a fine of €10 million per violation. Clear-
stream Banking S.A. has filed an appeal against the decision.
On 15 June 2018, Banca UBAE S.p.A. filed a complaint against Clearstream
Banking S.A. in Luxembourg court. This complaint is a recourse action related
to the abovementioned complaint filed by Bank Markazi against Clearstream
Banking S.A. and Banca UBAE S.p.A. and asks that Banca UBAE S.p.A. be
indemnified and held harmless by Clearstream Banking S.A. in the event that
Banca UBAE S.p.A. loses the legal dispute brought by Bank Markazi and is or-
dered by the court to pay damages to Bank Markazi.
Independent of whether Clearstream Banking S.A. should be required to turn
over assets attributed to Bank Markazi in the U.S., the Executive Board of
Clearstream Banking S.A. does not think that claims for damages raised
against Clearstream Banking S.A. in Luxembourg or in the U.S. will be suc-
cessful. Based on this, as of 31 December 2023 and unchanged from the pre-
vious year, no provisions were made in connection with the aforementioned
matters.
Further litigations and proceedings
Litigations
Starting on 16 July 2010, the insolvency administrators of Fairfield Sentry Ltd.
And Fairfield Sigma Ltd., two funds domiciled on the British Virgin Islands,
filed complaints in the U.S. Bankruptcy Court for the Southern District of New
York, asserting claims against more than 300 financial institutions for restitu-
tion of amounts paid to investors in the funds for redemption of units prior to
December 2008. On 14 January 2011, the funds insolvency administrators
filed litigation against Clearstream Banking S.A. for the restitution of US$13.5
million in payments made for redemption of fund units, which the funds made
to investors via the settlement system of Clearstream Banking S.A. The pro-
ceedings, which were suspended for several years, are ongoing.
A buyer of an MBB Clean Energy AG (MBB) bond, which is held in custody by
Clearstream Banking AG and was listed on the Frankfurt Stock Exchange, filed
a lawsuit at a Dutch court concerning claims for damages in the amount of
€33 million against Clearstream Banking AG, Deutsche Börse AG and other
parties. The lawsuit was dismissed at first instance in October 2020; the
plaintiff filed an appeal against the judgement.
On 23 July 2021, Clearstream Banking AG was served with a lawsuit that Air
Berlin PLC i.L. had announced by way of an ad hoc announcement on 25
June 2021. The insolvency administrator in connection with the assets of Air
Berlin PLC i.L. claims the payment of approximately €497.8 million from
Clearstream Banking AG as personally liable partner of Air Berlin PLC i.L. due
to Brexit, and seeks declaratory relief that Clearstream Banking AG is liable for
all debts which have not already been approved to the insolvency table in the
course of the insolvency proceedings concerning the assets of Air Berlin PLC.
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Executive and Supervisory Board Combined management reportConsolidated financial statements/notesConsolidated income statementConsolidated statement of comprehensive incomeConsolidated balance sheetConsolidated cash flow statementConsolidated statement of changes in equityNotes to the consolidated financial statementsNotes on the consolidated income statementNotes on the consolidated statement of financial positionOther disclosuresResponsibility statement by the Executive BoardIndependent Auditor’s ReportRemuneration reportFurther informationDeutsche Börse Group – Annual report 2023
as potential secondary participants. Starting on 27 August 2019, together with
other supporting authorities, the Public Prosecutor’s Office in Cologne con-
ducted searches of the offices of Clearstream Banking AG, Clearstream Bank-
ing S.A., as well as other Deutsche Börse Group companies and sites. In the
course of these measures, Deutsche Börse Group entities were made aware
that the Public Prosecutor’s Office in Cologne has extended the group of sus-
pects to include current and former employees as well as executive board
members of Deutsche Börse Group companies. In 2020 and again in 2022,
Deutsche Börse Group became aware of further extensions of the group of sus-
pects. Due to the still early stage of the proceedings, it is still not possible to
predict timing, scope or consequences of a potential decision. The companies
concerned are cooperating with the competent authorities. They do not expect
that they could be successfully held liable.
Tax risks
Due to its business activities in various countries, Deutsche Börse Group is ex-
posed to tax risks. A process has been developed to recognise and evaluate
these risks, which are initially recognised based on their probability of occur-
rence. These risks are then measured on the basis of their expected value. A
tax liability is recognised in the event that it is more probable than not that the
risks will occur. We continuously review whether the conditions for recognising
corresponding tax liabilities are met.
As informed by the competent court on 28 March 2023, the lawsuit served on
Clearstream Banking AG on 24 January 2022 naming Clearstream Banking
AG and two other parties as jointly and severally liable defendants for damages
in the amount of around €216 million (plus interest) and for a declaration of
the defendants’ liability for future damages, was withdrawn by the plaintiff.
In the context of sanctions imposed on Russia, Clearstream Banking S.A. has
frozen assets of customers in Luxembourg in accordance with applicable law.
A number of lawsuits have been brought against Clearstream Banking S.A. in
Russian courts targeting turnover or restitution of frozen assets. The total value
claimed from Clearstream Banking S.A. in these proceedings amounts to ap-
proximately €74 million. It cannot be ruled out that further lawsuits concern-
ing frozen assets may be filed, which could also include recourses against as-
sets held by Clearstream Banking S.A. in Russia or elsewhere.
The Executive board is not currently aware of any significant change in the
Group’s risk situation.
Proceedings
On 2 April 2014, Clearstream Banking S.A. was informed that the United
States Attorney for the Southern 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 U.S. sanction
laws. Clearstream Banking S.A. is cooperating with the U.S. attorney.
In September 2017, Clearstream Banking AG and Clearstream Banking S.A.
were made aware that the Public Prosecutor’s Office in Cologne had initiated
proceedings for tax evasion against an employee of Clearstream Banking AG
for his alleged involvement in the settlement of transactions of market partici-
pants over the dividend date (cum/ex transactions). On 22 January 2018, the
Public Prosecutor’s Office in Cologne addressed to Clearstream Banking AG a
notification of hearing Clearstream Banking AG and Clearstream Banking S.A.
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Following the completion of the tax inspections for the years 2006 to 2008 we
see the Group exposed to risks resulting from (i) corrections to input VAT de-
ductions in accordance with the letters from the Federal Ministry of Finance of
3 May 2021 and 23 June 2022 (concerning the VAT treatment of services by
exchange operators), (ii) the disallowance of tax-free income and intra-Group
funding and (iii) the disallowance of provisions for stock option programmes.
Full provision has been made in the balance sheet for any tax and interest
back-payments that may result and the corresponding appeals have been
lodged. We assume that the tax authorities will at least query the points (i) and
(ii) mentioned above for the years from 2009 onwards for which the tax as-
sessments are not yet definitive.
26 Corporate governance
On 7 December 2023 the Executive and Supervisory Boards issued the latest
version of the declaration of compliance in accordance with section 161 of the
Aktiengesetz (AktG, German Stock Corporation Act) and made it permanently
available to shareholders on the company’s website.
.
27 Related party disclosures
Related parties as defined by IAS 24 are members of the executive bodies of
Deutsche Börse AG and their close family members, as well as the companies
classified as associates of Deutsche Börse AG, investors and investees and
companies that are controlled or significantly influenced by members of the ex-
ecutive bodies.
Business relationships with related parties
The following table shows transactions entered into within the scope of busi-
ness relationships with non-consolidated companies of Deutsche Börse AG
during the 2023 financial year. All transactions took place on standard market
terms.
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Executive and Supervisory Board Combined management reportConsolidated financial statements/notesConsolidated income statementConsolidated statement of comprehensive incomeConsolidated balance sheetConsolidated cash flow statementConsolidated statement of changes in equityNotes to the consolidated financial statementsNotes on the consolidated income statementNotes on the consolidated statement of financial positionOther disclosuresResponsibility statement by the Executive BoardIndependent Auditor’s ReportRemuneration reportFurther informationDeutsche Börse Group – Annual report 2023
Transactions with related parties
Amount of the transactions:
revenue
Amount of the transactions:
expenses
Outstanding balances:
receivables
Outstanding balances:
liabilities
in €m
Associates
Total sum of business transactions
2023
14.8
14.8
2022
14.3
14.3
2023
28.0
28.0
2022 31 Dec 2023 31 Dec 2022 31 Dec 2023 31 Dec 2022
29.1
29.1
1.4
1.4
1.1
1.1
0.1
0.1
2.8
2.8
Business relationships with key management personnel
Key management personnel are persons who directly or indirectly have author-
ity and responsibility for planning, directing and controlling the company’s ac-
tivities. The Group only defines the members of the Executive Board and Su-
pervisory Board of Deutsche Börse AG who were active in the reporting period
as key management personnel for the purposes of IAS 24. In the reporting
year and the previous year, no material transactions took place with key man-
agement personnel.
Executive Board
In the reporting year the fixed and variable remuneration of the members of
the Executive Board, including non-cash benefits granted in the financial year,
amounted to €30.2 million (2022: €28.5 million). During the year under re-
view, expenses of €8.3 million (2022: €13.1 million) were recognised in con-
nection with share-based payments to Executive Board members.
The actuarial present value of the pension obligations to Executive Board
members was €17.9 million as at 31 December 2023 (2022: €14.5 million).
Expenses of €2.0 million (2022: €2.5 million) were recognised as additions to
pension provisions.
Former members of the Executive Board or their surviving dependents
The remuneration paid to former members of the Executive Board or their sur-
viving dependents amounted to €3.2 million in 2023 (2022: €6.5 million).
The actuarial present value of the pension was €62.8 million as at 31 Decem-
ber 2023 (2022: €58.4 million).
Termination benefits
There were no changes in the composition of the Executive Board of Deutsche
Börse AG in 2023, so no expenses were incurred (2022: zero).
Supervisory Board
The aggregate remuneration paid to members of the Supervisory Board in the
reporting year was €2.7 million (2022: €2.6 million).
In financial year 2023 the employee representatives on Deutsche Börse AG’s
Supervisory Board received remuneration (excluding Supervisory Board remu-
neration) amounting to €0.9 million (2022: €0.8 million). The total consists
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of the fixed and variable salary components and pension expenses for those
employee representatives.
29 Decision-making bodies
28 Employees
Employees
Average number of employees during the year
Employed at the reporting date
22002233
22002222
12,187
14,502
10,675
11,078
Employees (average annual FTEs)
11,656
10,143
Of the average number of employees during the year, 30 (2022: 29) were
managing directors (not including the Executive Board), 731 (2022: 650)
were other senior managers and 11,425 (2022: 9,996) were employees.
Including part-time staff there were 11,656 full-time equivalents (FTE) on av-
erage during the year (2022: 10,143). Please also refer to the section
“Employees” in the combined management report.
The members of the company’s decision-making bodies are listed in the chap-
ters “The Executive Board” and “The Supervisory Board” of this annual report.
30 Events after the end of the reporting period
There were no significant events after the end of the reporting period.
31 Date of approval for publication
Deutsche Börse AG’s Executive Board approved the consolidated financial
statements for submission to the Supervisory Board on 5 March 2024. The
Supervisory Board is responsible for examining the consolidated financial
statements and stating whether it endorses them.
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Executive and Supervisory Board Combined management reportConsolidated financial statements/notesConsolidated income statementConsolidated statement of comprehensive incomeConsolidated balance sheetConsolidated cash flow statementConsolidated statement of changes in equityNotes to the consolidated financial statementsNotes on the consolidated income statementNotes on the consolidated statement of financial positionOther disclosuresResponsibility statement by the Executive BoardIndependent Auditor’s ReportRemuneration reportFurther informationDeutsche Börse Group – Annual report 2023
32 Disclosures on material non-controlling interests
33 Disclosures on associates
Material non-controlling interests
Non-material associates
European Energy Exchange Group
Leipzig, Germany
ISS STOXX Group
Eschborn, Germany
in €m
Attributable to non-con-
trolling interests:
Non-controlling interest
(%)
Net profit for the period
(€m)
Equity (€m)
Dividend payments (€m)
Assets (€m)
Liabilities (€m)
Profit/(loss) (€m)
Other comprehensive
income (€m)
Comprehensive income
(€m)
Cashflows (€m)
31 Dec 2023 31 Dec 2022 31 Dec 2023 31 Dec 2022
24.9
24.9
19.7
n.a.
.
55.6
233.1
5.5
30.9
182.4
5.5
21.5
1,987.9
0
18,597.0
42,091.6
3,538.5
17,660.7
41,359.0
223.5
124.0
926.2
109.0
7.1
6.3
– 105.3
230.6
93.1
130.3
86.7
3.7
30.3
n.a.
n.a.
n.a.
n.a.
n.a.
n.a.
n.a.
n.a.
n.a.
Book value of non-material associates
Profit after tax
Comprehensive income
31 Dec 2023 31 Dec 2022
114.5
3.71
3.7
111.5
7.91
7.9
1) Disclosures are based on preliminary and unaudited figures which may be adjusted subsequently.
Investments in associates and joint ventures are measured at cost on initial
recognition and accounted for using the equity method upon subsequent
measurement. Where Deutsche Börse Group’s share of the voting rights in a
company amounts to less than 20 per cent, our significant influence is exer-
cised through the Group’s representation on the supervisory board or the board
of directors.
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Executive and Supervisory Board Combined management reportConsolidated financial statements/notesConsolidated income statementConsolidated statement of comprehensive incomeConsolidated balance sheetConsolidated cash flow statementConsolidated statement of changes in equityNotes to the consolidated financial statementsNotes on the consolidated income statementNotes on the consolidated statement of financial positionOther disclosuresResponsibility statement by the Executive BoardIndependent Auditor’s ReportRemuneration reportFurther informationDeutsche Börse Group – Annual report 2023
34 List of shareholdings
Deutsche Börse AG’s equity interests in subsidiaries, associates and joint ventures as at 31 December 2023 included in the consolidated financial statements are
presented in the following tables. There were no joint ventures as at the reporting date.
Consolidated subsidiaries
Company
360 Treasury Systems AG
360 Trading Networks Inc.
360 Trading Networks Limited
360 Trading Networks Sdn Bhd
360 Trading Networks UK Limited
360T Asia Pacific Pte. Ltd.
360TGTX Inc.
Finbird GmbH
ThreeSixty Trading Networks (India) Pte. Ltd.
CF Asset Holding AG
Clearstream Fund Centre AG
Clearstream Fund Centre (Hong Kong) Limited
Clearstream Fund Centre Holding S.A.
Clearstream Fund Centre S.A.
Clearstream Australia Limited
Clearstream Australia Nominees Pty Ltd. (dormant)
Clearstream Global Securities Services Limited
Clearstream International S.A.
LuxCSD S.A.
Clearstream Nominees Limited
Clearstream Operations Prague s.r.o.
Clearstream Services S.A.
Clearstream Holding AG
PDF (A4)
Deutsche Börse Group – Annual report 2023
Domicile
Equity interest as at 31 Dec 2023
direct/(indirect) %
Frankfurt am Main, Germany
New York, USA
Dubai, United Arab Emirates (UAE)
Kuala Lumpur, Malaysia
London, Great Britain
Singapore, Singapore
New York, USA
Frankfurt am Main, Germany
Mumbai, India
Baar, Switzerland
Zurich, Switzerland
Hong Kong, Hong Kong
Luxembourg, Luxembourg
Luxembourg, Luxembourg
Sydney, Australia
Sydney, Australia
Cork, Ireland
Luxembourg, Luxembourg
Luxembourg, Luxembourg
London, Great Britain
Prague, Czech Republic
Luxembourg, Luxembourg
Frankfurt am Main, Germany
100.00
(100.00)
(100.00)
(100.00)
(100.00)
(100.00)
(100.00)
(100.00)
(100.00)
100.00
100.00
(100.00)
(100.00)
(100.00)
(100.00)
(100.00)
(100.00)
(100.00)
(100.00)
(100.00)
(100.00)
(100.00)
100.00
231
Executive and Supervisory Board Combined management reportConsolidated financial statements/notesConsolidated income statementConsolidated statement of comprehensive incomeConsolidated balance sheetConsolidated cash flow statementConsolidated statement of changes in equityNotes to the consolidated financial statementsNotes on the consolidated income statementNotes on the consolidated statement of financial positionOther disclosuresResponsibility statement by the Executive BoardIndependent Auditor’s ReportRemuneration reportFurther informationDeutsche Börse Group – Annual report 2023
Consolidated subsidiaries
Company
Clearstream Banking AG
Clearstream Banking S.A.
Clearstream London Ltd.
Crypto Finance AG
Crypto Finance (Deutschland) GmbH
Crypto Finance (Asset Management) AG
DB1 Ventures GmbH
Deutsche Boerse Market Data + Services Singapore Pte. Ltd.
Deutsche Boerse Systems Inc.
Centana Growth Partners, LLC
Bryant Sands Partners, LLC
Bryant Sands Partners II, LLC
Quantitative Brokers LLC
Quantitative Brokers UK Limited
Quantitative Brokers Australia Pty Ltd.
Quantitative Brokers Singapore Pte Ltd. (dormant)
Quantitative Brokers Software India Private Limited
U.S. Exchange, L.L.C. (dormant)
Deutsche Börse Digital Exchange GmbH
Deutsche Börse Photography Foundation gGmbH
Deutsche Börse Services s.r.o.
Eurex Frankfurt AG
Eurex Clearing AG
Eurex Repo GmbH
Eurex Securities Transactions Services GmbH (dormant)
Eurex Global Derivatives AG
Eurex Services GmbH
European Energy Exchange AG
EEX Asia Pte. Limited
PDF (A4)
Deutsche Börse Group – Annual report 2023
Domicile
Frankfurt am Main, Germany
Luxembourg, Luxembourg
London, Great Britain
Zurich, Switzerland
Frankfurt am Main, Germany
Zurich, Switzerland
Frankfurt am Main, Germany
Singapore, Singapore
Chicago, USA
New York, USA
Delaware, USA
Delaware, USA
New York, USA
Hounslow, Great Britain
Sydney, Australia
Singapore, Singapore
Chennai, India
Wilmington, USA
Frankfurt am Main, Germany
Frankfurt am Main, Germany
Prague, Czech Republic
Frankfurt am Main, Germany
Frankfurt am Main, Germany
Frankfurt am Main, Germany
Frankfurt am Main, Germany
Zug, Switzerland
Frankfurt am Main, Germany
Leipzig, Germany
Singapore, Singapore
Equity interest as at 31 Dec 2023
direct/(indirect) %
(100.00)
(100.00)
(100.00)
91.94
(91.94)
(91.94)
100.00
100.00
100.00
(100.00)
(100.00)
(100.00)
(72.60)
(72.60)
(72.60)
(72.60)
(72.24)
(100.00)
100.00
100.00
100.00
100.00
(100.00)
(100.00)
(100.00)
100.00
100.00
75.05
(75.05)
232
Executive and Supervisory Board Combined management reportConsolidated financial statements/notesConsolidated income statementConsolidated statement of comprehensive incomeConsolidated balance sheetConsolidated cash flow statementConsolidated statement of changes in equityNotes to the consolidated financial statementsNotes on the consolidated income statementNotes on the consolidated statement of financial positionOther disclosuresResponsibility statement by the Executive BoardIndependent Auditor’s ReportRemuneration reportFurther informationDeutsche Börse Group – Annual report 2023
Consolidated subsidiaries
Company
EEX Australia Pty Ltd.
Lacima Group Pty Ltd.
Lacima Group (US), Inc.
LG UK PTY LTD
Lacima Workbench Pty Ltd.
EEX Link GmbH
European Commodity Clearing AG
European Commodity Clearing Luxembourg S.à r.l.
Grexel Systems oy
KB Tech Ltd.
Nodal Exchange Holdings, LLC
Nodal Exchange, LLC
Nodal Clear, LLC
EEX CEGH Gas Exchange Services GmbH
EPEX SPOT SE
EPEX Netherlands B.V.
EPEX SPOT Schweiz AG
UAB GET Baltic
Power Exchange Central Europe a.s.
Power Exchange Central Europe Poland sp.z.o.o.
FundsDLT S.A.
ISS STOXX GmbH
ISS HoldCo Inc.
Institutional Shareholder Services Inc.
Asset International, Inc.
Asset International Australia Pty Ltd.
Rainmaker Information Pty Limited
Data Management & Integrity Systems Pty Ltd. (dormant)
Financial Standard Pty Ltd. (dormant)
PDF (A4)
Deutsche Börse Group – Annual report 2023
Domicile
Sydney, Australia
Sydney, Australia
Delaware, USA
Sydney, Australia
Sydney, Australia
Leipzig, Germany
Leipzig, Germany
Luxembourg, Luxembourg
Helsinki, Finland
Tunbridge Wells, Great Britain
Tysons Corner, USA
Tysons Corner, USA
Tysons Corner, USA
Vienna, Austria
Paris, France
Amsterdam, Netherlands
Berne, Switzerland
Vilnius, Lithuania
Prague, Czech Republic
Warsaw, Poland
Belvaux, Luxembourg
Eschborn, Germany
Rockville, USA
Rockville, USA
Rockville, USA
Melbourne, Australia
Sydney, Australia
Sydney, Australia
Sydney, Australia
Equity interest as at 31 Dec 2023
direct/(indirect) %
(75.05)
(75.05)
(75.05)
(75.05)
(75.05)
(75.05)
(75.05)
(75.05)
(75.05)
(75.05)
(75.05)
(75.05)
(75.05)
(38.27)
(38.27)
(38.27)
(38.27)
(49.53)
(50.03)
(50.03)
100.00
80.31
(80.31)
(80.31)
(80.31)
(80.31)
(80.31)
(80.31)
(80.31)
233
Executive and Supervisory Board Combined management reportConsolidated financial statements/notesConsolidated income statementConsolidated statement of comprehensive incomeConsolidated balance sheetConsolidated cash flow statementConsolidated statement of changes in equityNotes to the consolidated financial statementsNotes on the consolidated income statementNotes on the consolidated statement of financial positionOther disclosuresResponsibility statement by the Executive BoardIndependent Auditor’s ReportRemuneration reportFurther informationDeutsche Börse Group – Annual report 2023
Consolidated subsidiaries
Company
Asset International Deutschland GmbH
FWW Fundservices GmbH
FWW Media GmbH
Intelligent Financial Systems Limited
Discovery Data, Inc.
Institutional Shareholder Services (Australia) Pty. Ltd.
Institutional Shareholder Services (Hong Kong) Limited
Institutional Shareholder Services Canada Inc.
Institutional Shareholder Services Europe S.A.
Institutional Shareholder Services France S.A.S.
Institutional Shareholder Services Switzerland AG
Institutional Shareholder Services Germany AG
Institutional Shareholder Services India Private Limited
Institutional Shareholder Services K.K.
Institutional Shareholder Services Philippines Inc.
Institutional Shareholder Services (Singapore) Private Limited
ISS Corporate Solutions, Inc.
ISS Europe Limited
ISS-Ethix AB
Institutional Shareholder Services UK Limited
Securities Class Action Services, LLC
ISS STOXX Index GmbH
Stoxx Ltd.
INDEX PROXXY Ltd.
KNEIP Communication S.A.
KNEIP Asia Ltd.
KNEIP Communication GmbH
Fundlook S.à.r.l.
Dataglide Ltd.
PDF (A4)
Deutsche Börse Group – Annual report 2023
Domicile
Haar, Germany
Haar, Germany
Haar, Germany
London, Great Britain
Rockville, USA
Sydney, Australia
Hong Kong, Hong Kong
Toronto, Canada
Brussels, Belgium
Paris, France
Zug, Switzerland
Munich, Germany
Mumbai, India
Tokyo, Japan
Manila, Philippines
Singapore, Singapore
Rockville, USA
London, Great Britain
Stockholm, Sweden
London, Great Britain
Rockville, USA
Eschborn, Germany
Zug, Switzerland
London, Great Britain
Luxembourg, Luxembourg
Hong Kong, Hong Kong
Frankfurt am Main, Germany
Luxembourg, Luxembourg
London, Great Britain
Equity interest as at 31 Dec 2023
direct/(indirect) %
(80.31)
(80.31)
(80.31)
(80.31)
(80.31)
(80.31)
(80.31)
(80.31)
(80.31)
(80.31)
(80.31)
(80.31)
(80.31)
(80.31)
(80.31)
(80.31)
(80.31)
(80.31)
(80.31)
(80.31)
(80.31)
(80.31)
(80.31)
(80.31)
100.00
(100.00)
(100.00)
(100.00)
(100.00)
234
Executive and Supervisory Board Combined management reportConsolidated financial statements/notesConsolidated income statementConsolidated statement of comprehensive incomeConsolidated balance sheetConsolidated cash flow statementConsolidated statement of changes in equityNotes to the consolidated financial statementsNotes on the consolidated income statementNotes on the consolidated statement of financial positionOther disclosuresResponsibility statement by the Executive BoardIndependent Auditor’s ReportRemuneration reportFurther informationDeutsche Börse Group – Annual report 2023
Consolidated subsidiaries
Company
SimCorp A/S
Axioma Inc.
Axioma (CH) GmbH
Axioma (HK) Ltd
Axioma (UK) Ltd
Axioma Argentina S.A.U.
Axioma Asia Pte. Ltd
Axioma Deutschland GmbH
Axioma Japan G.K.
Axioma Ltd.
Axioma S.A.S.U
Qontigo Inc. (dormant)
SimCorp sp z.o.o.
SimCorp Japan KK
SimCorp France S.A.S.
SimCorp Schweiz AG
SimCorp Norge AS
SimCorp Iberia S.L. (Spain)
SimCorp Ukraine LLC
SimCorp Österreich GmbH
SimCorp Luxembourg S.à.r.l.
SimCorp Gain Switzerland GmbH
SimCorp Gain Austria GmbH
SimCorp Ltd. (UK)
SimCorp Canada Inc.
SimCorp GmbH (Germany)
SimCorp Hong Kong Ltd.
SimCorp Italiana S.r.l
SimCorp Philippines Inc.
PDF (A4)
Deutsche Börse Group – Annual report 2023
Domicile
Copenhagen, Denmark
New York, USA
Vernier, Switzerland
Hong Kong, Hong Kong
London, Great Britain
Buenos Aires, Argentina
Singapore, Singapore
Frankfurt am Main, Germany
Tokyo, Japan
Sydney, Australia
Paris, France
Wilmington, USA
Warsaw, Poland
Tokyo, Japan
Paris, France
Zurich, Switzerland
Oslo, Norway
Barcelona, Spain
Kyiv, Ukraine
Vienna, Austria
Luxembourg, Luxembourg
Zurich, Switzerland
Vienna, Austria
London, Great Britain
Toronto, Canada
Bad Homburg, Germany
Hong Kong, Hong Kong
Milan, Italy
Manila, Philippines
Equity interest as at 31 Dec 2023
direct/(indirect) %
100.00
(100.00)
(100.00)
(100.00)
(100.00)
(100.00)
(100.00)
(100.00)
(100.00)
(100.00)
(100.00)
(100.00)
(100.00)
(100.00)
(100.00)
(100.00)
(100.00)
(100.00)
(100.00)
(100.00)
(100.00)
(100.00)
(100.00)
(100.00)
(100.00)
(100.00)
(100.00)
(100.00)
(100.00)
235
Executive and Supervisory Board Combined management reportConsolidated financial statements/notesConsolidated income statementConsolidated statement of comprehensive incomeConsolidated balance sheetConsolidated cash flow statementConsolidated statement of changes in equityNotes to the consolidated financial statementsNotes on the consolidated income statementNotes on the consolidated statement of financial positionOther disclosuresResponsibility statement by the Executive BoardIndependent Auditor’s ReportRemuneration reportFurther informationDeutsche Börse Group – Annual report 2023
Consolidated subsidiaries
Company
SimCorp Advanced for Information Technology
SCIM SDN. BHD.
SimCorp Singapore Pte. Ltd.
SimCorp USA Inc.
SimCorp Sverige AB
SimCorp India LLP
SimCorp Coric Ltd. (UK)
SimCorp Coric Inc.
SimCorp Asia Pty. Ltd.
SimCorp Benelux SA/NV
Domicile
Riyadh, Saudi Arabia
Kuala Lumpur, Malaysia
Singapore, Singapore
New York, USA
Stockholm, Sweden
Noida, India
London,Great Britain
Boston, USA
Sydney, Australia
Brussels Belgium
Equity interest as at 31 Dec 2023
direct/(indirect) %
(100.00)
(100.00)
(100.00)
(100.00)
(100.00)
(100.00)
(100.00)
(100.00)
(100.00)
(100.00)
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Deutsche Börse Group – Annual report 2023
236
Executive and Supervisory Board Combined management reportConsolidated financial statements/notesConsolidated income statementConsolidated statement of comprehensive incomeConsolidated balance sheetConsolidated cash flow statementConsolidated statement of changes in equityNotes to the consolidated financial statementsNotes on the consolidated income statementNotes on the consolidated statement of financial positionOther disclosuresResponsibility statement by the Executive BoardIndependent Auditor’s ReportRemuneration reportFurther informationDeutsche Börse Group – Annual report 2023
Associates
Company
360X AG
ADEX SKUPINA holding družba d.o.o.
Artega Investment Administration Pty Limited
BrainTrade Gesellschaft für Börsensysteme mbH
China Europe International Exchange AG
Deutsche Börse Commodities GmbH
Dyalog Ltd
East Med. Energy Exchange Ltd.
Forge Europe GmbH
GlobalDairyTrade Holdings Ltd.
HQLAx S.à r.l.
N5 ENERGIA E SERVICOS DE TECNOLOGIA LTDA.
Opus Nebula Limited
Origin Primary Limited
q-bility GmbH
R5FX Ltd
SEEPEX a.d.
SPARK Commodities Ltd.
Tradegate AG Wertpapierhandelsbank
Tradegate Exchange GmbH
PDF (A4)
Deutsche Börse Group – Annual report 2023
Domicile
Frankfurt am Main, Germany
Ljubljana, Slovenia
Sydney, Australia
Frankfurt am Main, Germany
Frankfurt am Main, Germany
Frankfurt am Main, Germany
Hampshire, Great Britain
Giv'atajim, Israel
Berlin, Germany
Auckland, New Zealand
Luxembourg, Luxembourg
Sao Paulo, Brazil
Berkhamsted, Great Britain
London, Great Britain
Berlin, Germany
London, Great Britain
Belgrade, Serbia
Singapore, Singapore
Berlin, Germany
Berlin, Germany
Equity interest as at 31 Dec 2023
direct/(indirect)
%
48.30
(12.76)
(18.55)
(28.57)
(40.00)
16.20
(22.98)
(30.02)
40.00
(25.01)
30.49
(37.52)
(23.18)
20.00
(15.01)
15.65
(12.76)
(18.76)
19.99
42.84
237
Executive and Supervisory Board Combined management reportConsolidated financial statements/notesConsolidated income statementConsolidated statement of comprehensive incomeConsolidated balance sheetConsolidated cash flow statementConsolidated statement of changes in equityNotes to the consolidated financial statementsNotes on the consolidated income statementNotes on the consolidated statement of financial positionOther disclosuresResponsibility statement by the Executive BoardIndependent Auditor’s ReportRemuneration reportFurther informationDeutsche Börse Group – Annual report 2023
Executive and Supervisory
Combined management report
Consolidated financial state-
Remuneration Re-
Further information
Boards
Responsibility statement by the
ments/Notes
port
Executive and Supervisory
Executive and Supervisory
Boards
Boards
Executive Board
Combined management report
Combined management report
Responsibility statement by the
Responsibility statement by the
Executive Board
Executive Board
Consolidated financial state-
Consolidated financial state-
ments/Notes
ments/Notes
Remuneration Re-
Remuneration Re-
port
port
Further information
Further information
Responsibility statement by the Executive Board
Responsibility statement by the Executive Board
Responsibility statement by the Executive Board
To the best of our knowledge, and in accordance with the applicable reporting
To the best of our knowledge, and in accordance with the applicable reporting
principles, the consolidated financial statements give a true and fair view of
To the best of our knowledge, and in accordance with the applicable reporting
principles, the consolidated financial statements give a true and fair view of
the assets, liabilities, financial position and profit or loss of the Group, and the
principles, the consolidated financial statements give a true and fair view of
the assets, liabilities, financial position and profit or loss of the Group, and the
the assets, liabilities, financial position and profit or loss of the Group, and the
combined management report includes a fair review of the development and
combined management report includes a fair review of the development and
combined management report includes a fair review of the development and
performance of the business and the position of the Group, together with a
description of the principal opportunities and risks associated with the ex-
pected development of the Group.
performance of the business and the position of the Group, together with a
performance of the business and the position of the Group, together with a
description of the principal opportunities and risks associated with the ex-
description of the principal opportunities and risks associated with the ex-
pected development of the Group.
pected development of the Group.
Frankfurt/Main, 5. March 2024
Frankfurt/Main, 5. March 2024
Frankfurt/Main, 5. March 2024
Deutsche Börse Aktiengesellschaft
Deutsche Börse Aktiengesellschaft
Deutsche Börse Aktiengesellschaft
The Executive Board
The Executive Board
The Executive Board
Executive and Supervisory Board
Combined management report
Consolidated financial statements/notes
Consolidated income statement
Consolidated statement of
comprehensive income
Consolidated balance sheet
Consolidated cash flow statement
Consolidated statement of changes in equity
Notes to the consolidated financial statements
Notes on the consolidated income statement
Notes on the consolidated statement of
financial position
Other disclosures
Responsibility statement by
the Executive Board
Independent Auditor’s Report
Remuneration report
Further information
PDF (A4)
Deutsche Börse Group – Annual report 2023
Deutsche Börse Group – Annual report 2023
Deutsche Börse Group – Annual report 2023
238
238
238
Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Combined management report
Consolidated financial statements/notes
Consolidated income statement
Consolidated statement of
comprehensive income
Consolidated balance sheet
Consolidated cash flow statement
Consolidated statement of changes in equity
Notes to the consolidated financial statements
Notes on the consolidated income statement
Notes on the consolidated statement of
financial position
Other disclosures
Responsibility statement by
the Executive Board
Independent Auditor’s Report
Remuneration report
Further information
Independent Auditor’s Report
To Deutsche Börse Aktiengesellschaft, Frankfurt am Main
In our opinion, on the basis of the knowledge obtained in the audit,
Report on the audit of the consolidated financial state -
ments and of the group management report
Audit Opinions
We have audited the consolidated financial statements of Deutsche Börse
Aktiengesellschaft, Frankfurt am Main, and its subsidiaries (the Group),
which comprise the consolidated statement of financial position as at
31 December 2023, and the consolidated statement of comprehensive
income, consolidated statement of profit or loss, consolidated statement of
changes in equity and consolidated statement of cash flows for the financial
year from 1 January to 31 December 2023, and notes to the consolidated
financial statements, including material accounting policy information. In
addition, we have audited the group management report of Deutsche Börse
Aktiengesellschaft, which is combined with the Company’s management
report, including the non-financial statement to comply with §§ [Articles]
289b to 289e HGB [Handelsgesetzbuch: German Commercial Code] and with
§§ 315b to 315c HGB included in section „Nichtfinanzielle Erklärung“ for the
financial year from 1 January to 31 December 2023. In accordance with the
German legal requirements, we have not audited the content of the statement
on corporate governance pursuant to § 289f HGB and § 315d HGB.
■
■
■
the accompanying consolidated financial statements comply, in all material
respects, with the IFRSs as adopted by the EU and the additional
requirements of German commercial law pursuant to § 315e Abs.
[paragraph] 1 HGB and, in compliance with these requirements, give a
true and fair view of the assets, liabilities, and financial position of the
Group as at 31 December 2023, and of its financial performance for the
financial year from 1 January to 31 December 2023,
the accompanying group management report (excluding the non-financial
statement) as a whole provides an appropriate view of the Group’s position.
In all material respects, this group management report is consistent with
the consolidated financial statements, complies with German legal
requirements and appropriately presents the opportunities and risks of
future development; we do not express an audit opinion on the statement
on corporate governance referred to above and
the non-financial statement included in section “Nichtfinanzielle Erklärung“
of the group management report is prepared, in all material respects, in
accordance with the applicable German legal and European requirements
as well as with the specifying criteria disclosed by the Group’s executive
directors.
Pursuant to § 322 Abs. 3 Satz [sentence] 1 HGB, we declare that our audit
has not led to any reservations relating to the legal compliance of the
consolidated financial statements and of the group management report.
PDF (A4)
239
Deutsche Börse Group – Annual report 2023 Executive and Supervisory Board
Basis for the Audit Opinions
In our view, the matters of most significance in our audit were as follows:
Combined management report
Consolidated financial statements/notes
Consolidated income statement
Consolidated statement of
comprehensive income
Consolidated balance sheet
Consolidated cash flow statement
Consolidated statement of changes in equity
Notes to the consolidated financial statements
Notes on the consolidated income statement
Notes on the consolidated statement of
financial position
Other disclosures
Responsibility statement by
the Executive Board
Independent Auditor’s Report
Remuneration report
Further information
We conducted our audit of the consolidated financial statements and of the
group management report in accordance with § 317 HGB and the EU Audit
Regulation (No. 537/2014, referred to subsequently as “EU Audit
Regulation”) in compliance with German Generally Accepted Standards for
Financial Statement Audits promulgated by the Institut der Wirtschaftsprüfer
[Institute of Public Auditors in Germany] (IDW). Our responsibilities under
those requirements and principles are further described in the “Auditor’s
Responsibilities for the Audit of the Consolidated Financial Statements and of
the Group Management Report“ section of our auditor’s report. We are
independent of the group entities in accordance with the requirements of
European law and German commercial and professional law, and we have
fulfilled our other German professional responsibilities in accordance with
these requirements. In addition, in accordance with Article 10 (2) point (f) of
the EU Audit Regulation, we declare that we have not provided non-audit
services prohibited under Article 5 (1) of the EU Audit Regulation. We believe
that the audit evidence we have obtained is sufficient and appropriate to
provide a basis for our audit opinions on the consolidated financial
statements, on the group management report and on the non-financial
statement included in the group management report.
Key Audit Matters in the Audit of the Consolidated
Financial Statements
Key audit matters are those matters that, in our professional judgment, were
of most significance in our audit of the consolidated financial statements for
the financial year from 1 January to 31 December 2023. These matters were
addressed in the context of our audit of the consolidated financial statements
as a whole, and in forming our audit opinion thereon; we do not provide a
separate audit opinion on these matters.
➊ Recoverability of goodwill and other intangible assets
➋ Accounting for the acquisition of SimCorp A/S
➌ Assessment of certain legal risks
Our presentation of these key audit matters has been structured in each case
as follows:
➀ Matter and issue
➁ Audit approach and findings
➂ Reference to further information
Hereinafter we present the key audit matters:
➊ Recoverability of goodwill and other intangible assets
➀ Goodwill and other intangible assets with definite and indefinite useful
lives totalling € 11,248.6 million (116.4 % of Group equity) are reported
under the balance sheet item „Intangible assets“ in the company‘s
consolidated financial statements. The other intangible assets relate in
particular to stock exchange licences, brand names and customer
relationships. Goodwill and other intangible assets with an indefinite
useful life are tested for impairment once a year or on an ad hoc basis,
while other intangible assets with a definite useful life are tested for
impairment on an ad hoc basis by the company in order to identify any
need for impairment. As part of the impairment test, the carrying amount
of the respective (groups of) cash-generating units (including their
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Deutsche Börse Group – Annual report 2023 Executive and Supervisory Board
Combined management report
Consolidated financial statements/notes
Consolidated income statement
Consolidated statement of
comprehensive income
Consolidated balance sheet
Consolidated cash flow statement
Consolidated statement of changes in equity
Notes to the consolidated financial statements
Notes on the consolidated income statement
Notes on the consolidated statement of
financial position
Other disclosures
Responsibility statement by
the Executive Board
Independent Auditor’s Report
Remuneration report
Further information
carrying amount for the goodwill test) is compared with the recoverable
amount. The recoverable amount is generally determined on the basis of
the fair value less costs to sell. The measurement is generally based on
the present value of future cash flows of the respective cash-generating
units or groups of cash-generating units. The present values are
determined using discounted cash flow models. The Group‘s approved
medium-term planning forms the starting point, which is extrapolated
using assumptions about long-term growth rates. Expectations about
future market developments and assumptions about the development of
macroeconomic factors are also taken into account. Discounting is carried
out using the weighted average cost of capital of the respective (groups of)
cash-generating units.
As a result of the impairment test, an impairment requirement totalling
€ 24.6 million was identified.
The result of this valuation is highly dependent on the estimates of the
executive directors with regard to the future cash flows of the respective
(groups of) cash-generating units, the discount rate used, the growth rate
and other assumptions and is therefore subject to considerable
uncertainty. Against this background and due to the complexity of the
valuation, this matter was of particular significance in the context of our
audit.
➁ As part of our audit, we first analysed the methodology used to perform
the impairment test. In a risk-oriented selection, with the involvement of
our valuation specialists, we compared the future cash flows used in the
calculation with the Group‘s approved medium-term planning and
additional planning documents for the respective (groups of) cash-
generating units in order to assess the appropriateness of these plans, in
particular by analysing the key planning assumptions, comparing the
plans with analyst estimates and, in certain cases, performing plan-actual
and plan-plan analyses. In addition, we assessed the appropriate
consideration of the costs of Group functions - where taken into account
in the models - and the appropriateness of the growth assumptions after
the forecast period and the assumed weighted average cost of capital. In
addition, we assessed the company‘s valuation by comparing the implied
multiples with market multiples. In order to take account of the existing
forecast uncertainties, we reviewed the sensitivity analyses prepared by
the company. Where there was a need for impairment as at the balance
sheet date, we verified the appropriate recognition of the impairment
losses.
The valuation methods, parameters and assumptions applied by the legal
representatives are in line with our expectations and are also within what
we consider to be reasonable ranges.
➂ The company‘s disclosures on the impairment test for goodwill and other
intangible assets are contained in section „10 Intangible assets“ of the
notes to the consolidated financial statements.
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Deutsche Börse Group – Annual report 2023 Executive and Supervisory Board
Combined management report
Consolidated financial statements/notes
Consolidated income statement
Consolidated statement of
comprehensive income
Consolidated balance sheet
Consolidated cash flow statement
Consolidated statement of changes in equity
Notes to the consolidated financial statements
Notes on the consolidated income statement
Notes on the consolidated statement of
financial position
Other disclosures
Responsibility statement by
the Executive Board
Independent Auditor’s Report
Remuneration report
Further information
➋ Accounting for the acquisition of SimCorp A/S
➀ Deutsche Börse Aktiengesellschaft acquired the majority of shares in
the software service provider SimCorp A/S, Copenhagen, Denmark,
(„SimCorp“) by way of a public takeover bid with effect from
29 September 2023. Following further share purchases and the
implementation of a squeeze-out under stock corporation law, the
company held 100% of the shares in SimCorp as at the balance
sheet date.
The acquisition was recognised as a business combination in accordance
with IFRS 3 using the acquisition method. As part of the purchase price
allocation, the identifiable assets and assumed liabilities of the acquired
company were recognised at fair value. The purchase price allocation had
not yet been finalised as at the reporting date, as it was not yet possible
to conclusively determine the tax items and intangible assets in particular.
The comparison of the consideration transferred with the acquired assets
and liabilities resulted in provisional goodwill of € 2,335.6 million.
Due to the estimation uncertainties in the measurement of the assets and
liabilities as well as the identified intangible assets as part of the purchase
price allocation and the overall material impact of the business
combination on the Group‘s net assets, financial position and results of
operations, this matter was of particular significance in the context of our
audit.
➁ As part of our audit of the acquisition of SimCorp, we first inspected and
analysed the contractual agreements and reconciled the purchase price
determined as consideration for the acquired business operations with the
evidence provided to us. Based on this, we assessed the company‘s
approach to measuring the identifiable assets and liabilities at their fair
values at the acquisition date. Among other things, we analysed the
models underlying the valuations as well as the valuation parameters and
assumptions applied with the assistance of valuation specialists.
Furthermore, we analysed the adjustment of the groups of cash-
generating units at whose level goodwill is monitored, which was carried
out as part of the SimCorp acquisition. In addition, we assessed the
disclosures required by IFRS 3.
Overall, we were able to satisfy ourselves that the accounting treatment of
the business combination was appropriate, that the estimates and
assumptions made by the executive directors were reasonable and
adequately substantiated and that the relevant disclosures in the notes
were made in accordance with IFRS 3.
➂ The company‘s disclosures on the acquisition are contained in section
„02 Consolidation principles“ of the notes to the consolidated financial
statements.
➌ Assessment of certain legal risks
➀ Deutsche Börse Aktiengesellschaft and its affiliated companies are
exposed to certain legal risks. These certain legal risks include legal
disputes of Clearstream Banking S.A., Luxembourg, in connection with
the Central Bank of Iran, in which Clearstream Banking S.A. is exposed to
claims for restitution and damages against the Central Bank of Iran in the
amount of USD 4.9 billion (plus interest) and claims by other groups of
plaintiffs, a claim by the insolvency administrator of Air Berlin PLC i.L.
against Clearstream Banking AG for payment of around €498 million and
an investigation relating to securities transactions by market participants
over the dividend record date (cum-ex transactions). The assessment of
whether and, if so, to what extent a provision is required to cover the risk
is characterised by a high degree of uncertainty. Deutsche Börse Group
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Deutsche Börse Group – Annual report 2023 Executive and Supervisory Board
Combined management report
Consolidated financial statements/notes
Consolidated income statement
Consolidated statement of
comprehensive income
Consolidated balance sheet
Consolidated cash flow statement
Consolidated statement of changes in equity
Notes to the consolidated financial statements
Notes on the consolidated income statement
Notes on the consolidated statement of
financial position
Other disclosures
Responsibility statement by
the Executive Board
Independent Auditor’s Report
Remuneration report
Further information
recognises provisions when a present obligation arises from a past event
that is likely to result in an outflow of resources and the amount can be
reliably estimated. No provisions were recognised for the above-
mentioned legal risks in the consolidated financial statements as at 31
December 2023, as the executive directors do not consider an outflow of
funds to be probable.
The estimates made by the legal representatives regarding the
aforementioned matters and their presentation in the consolidated
financial statements are adequately substantiated and documented.
➂ The company‘s disclosures on the material legal risks are presented in the
section „25 Financial commitments and other risks“ in the notes to the
consolidated financial statements.
In our view, the above-mentioned legal risks are of particular significance
for our audit due to their legal complexity, the considerable uncertainties
regarding their further development and their potential impact on the net
assets, financial position and results of operations.
Other Information
➁ As part of our audit, we inspected the underlying documents relating to
the above-mentioned legal disputes and proceedings and analysed the
legal assessments of Deutsche Börse Group. With the knowledge that
there is an increased risk of misstatements in the financial reporting in the
event of uncertainties and that the decisions of the executive directors
have a direct impact on the Group‘s results, we evaluated the executive
directors‘ judgements with the assistance of specialists. In addition, we
held regular discussions with the legal departments of the companies in
order to understand current developments and the reasons that led to the
corresponding assessments of the outcome of the proceedings. The
development of the specific legal risks, including the assessments of the
legal representatives with regard to the possible outcomes of the
proceedings, was made available to us in writing by the legal
departments. In addition, we obtained external lawyers‘ confirmations as
at the balance sheet date and analysed legal opinions from external
lawyers.
The executive directors are responsible for the other information. The other
information comprises the statement on corporate governance pursuant to
§ 289f HGB and § 315d HGB as an unaudited part of the group management
report.
The other information comprises further
■
the remuneration report pursuant to § 162 AktG [Aktiengesetz: German
Stock Corporation Act], for which the supervisory board is also responsible
■ all remaining parts of the annual report – excluding cross-references to
external information – with the exception of the audited consolidated
financial statements, the audited group management report and our
auditor’s report
Our audit opinions on the consolidated financial statements, on the group
management report and on the non-financial statement included in the group
management report do not cover the other information, and consequently we
do not express an audit opinion or any other form of assurance conclusion
thereon.
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Deutsche Börse Group – Annual report 2023 Executive and Supervisory Board
Combined management report
Consolidated financial statements/notes
Consolidated income statement
Consolidated statement of
comprehensive income
Consolidated balance sheet
Consolidated cash flow statement
Consolidated statement of changes in equity
Notes to the consolidated financial statements
Notes on the consolidated income statement
Notes on the consolidated statement of
financial position
Other disclosures
Responsibility statement by
the Executive Board
Independent Auditor’s Report
Remuneration report
Further information
In connection with our audit, our responsibility is to read the other
information mentioned above and, in so doing, to consider whether the other
information
liquidate the Group or to cease operations, or there is no realistic alternative
but to do so.
■
is materially inconsistent with the consolidated financial statements, with
the group management report disclosures audited in terms of content or
with our knowledge obtained in the audit, or
■ otherwise appears to be materially misstated.
Responsibilities of the Executive Directors and the Supervisory
Board for the Consolidated Financial Statements and the Group
Management Report
The executive directors are responsible for the preparation of the consolidated
financial statements that comply, in all material respects, with IFRSs as
adopted by the EU and the additional requirements of German commercial
law pursuant to § 315e Abs. 1 HGB and that the consolidated financial
statements, in compliance with these requirements, give a true and fair view
of the assets, liabilities, financial position, and financial performance of the
Group. In addition, the executive directors are responsible for such internal
control as they have determined necessary to enable the preparation of
consolidated financial statements that are free from material misstatement,
whether due to fraud (i.e., fraudulent financial reporting and misappropriation
of assets) or error.
In preparing the consolidated financial statements, the executive directors are
responsible for assessing the Group’s ability to continue as a going concern.
They also have the responsibility for disclosing, as applicable, matters related
to going concern. In addition, they are responsible for financial reporting
based on the going concern basis of accounting unless there is an intention to
Furthermore, the executive directors are responsible for the preparation of the
group management report that, as a whole, provides an appropriate view of
the Group’s position and is, in all material respects, consistent with the
consolidated financial statements, complies with German legal requirements,
and appropriately presents the opportunities and risks of future development.
In addition, the executive directors are responsible for such arrangements and
measures (systems) as they have considered necessary to enable the
preparation of a group management report that is in accordance with the
applicable German legal requirements, and to be able to provide sufficient
appropriate evidence for the assertions in the group management report.
The executive directors are also responsible for the preparation of the
non-financial statement included in the group management report in
accordance with the applicable German legal and European requirements as
well as with the specifying criteria disclosed by the Group’s executive
directors. Furthermore, the executive directors are responsible for such
arrangements and measures (systems) as they have considered necessary to
enable the preparation of a non-financial statement that is free from material
misstatement, whether due to fraud (i.e., fraudulent reporting in the
non-financial statement) or error.
The applicable requirements contain wording and terms that are subject to
considerable interpretation uncertainties and for which authoritative
comprehensive interpretations have not yet been published. Accordingly, the
executive directors have disclosed their interpretations of such wording and
terms in section „About this report“ of the non-financial statement. The
executive directors are responsible for the defensibility of these interpretations.
As such wording and terms may be interpreted differently by regulators or
courts, the legal conformity of these interpretations is uncertain.
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Deutsche Börse Group – Annual report 2023 Executive and Supervisory Board
Combined management report
Consolidated financial statements/notes
Consolidated income statement
Consolidated statement of
comprehensive income
Consolidated balance sheet
Consolidated cash flow statement
Consolidated statement of changes in equity
Notes to the consolidated financial statements
Notes on the consolidated income statement
Notes on the consolidated statement of
financial position
Other disclosures
Responsibility statement by
the Executive Board
Independent Auditor’s Report
Remuneration report
Further information
The supervisory board is responsible for overseeing the Group’s financial
reporting process for the preparation of the consolidated financial statements,
of the group management report as well as of the non-financial statement
included in the group management report.
from fraud or error and are considered material if, individually or in the
aggregate, they could reasonably be expected to influence the economic
decisions of users taken on the basis of these consolidated financial
statements and this group management report.
Auditor’s Responsibilities for the Audit of the Consolidated
Financial Statements and of the Group Management Report
Our objectives are to obtain reasonable assurance about whether the
consolidated financial statements as a whole are free from material
misstatement, whether due to fraud or error, and whether the group
management report as a whole provides an appropriate view of the Group’s
position and, in all material respects, is consistent with the consolidated
financial statements and the knowledge obtained in the audit, complies with
the German legal requirements and appropriately presents the opportunities
and risks of future development, and whether the non-financial statement has
been prepared, in all material respects, in accordance with the applicable
German legal and European requirements and with the specifying criteria
disclosed by the Company’s executive directors, as well as to issue an
auditor’s report that includes our audit opinions on the consolidated financial
statements, on the group management report and on the non-financial
statement.
Reasonable assurance is a high level of assurance, but is not a guarantee that
an audit conducted in accordance with § 317 HGB and the EU Audit
Regulation and in compliance with German Generally Accepted Standards for
Financial Statement Audits promulgated by the Institut der Wirtschaftsprüfer
(IDW) will always detect a material misstatement. Misstatements can arise
We exercise professional judgment and maintain professional skepticism
throughout the audit. We also:
■
Identify and assess the risks of material misstatement of the consolidated
financial statements and of the group management report, whether due to
fraud or error, design and perform audit procedures responsive to those
risks, and obtain audit evidence that is sufficient and appropriate to provide
a basis for our audit opinions. The risk of not detecting a material
misstatement resulting from fraud is higher than for one resulting from
error, as fraud may involve collusion, forgery, intentional omissions,
misrepresentations, or the override of internal controls.
■ Obtain an understanding of internal control relevant to the audit of the
consolidated financial statements and of arrangements and measures
(systems) relevant to the audit of the group management report and of the
non-financial statement included in the group management report in order
to design audit procedures that are appropriate in the circumstances, but
not for the purpose of expressing an audit opinion on the effectiveness of
these systems.
■ Evaluate the appropriateness of accounting policies used by the executive
directors and the reasonableness of estimates made by the executive
directors and related disclosures.
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Deutsche Börse Group – Annual report 2023 Executive and Supervisory Board
Combined management report
Consolidated financial statements/notes
Consolidated income statement
Consolidated statement of
comprehensive income
Consolidated balance sheet
Consolidated cash flow statement
Consolidated statement of changes in equity
Notes to the consolidated financial statements
Notes on the consolidated income statement
Notes on the consolidated statement of
financial position
Other disclosures
Responsibility statement by
the Executive Board
Independent Auditor’s Report
Remuneration report
Further information
■ Conclude on the appropriateness of the executive directors’ use of the going
concern basis of accounting and, based on the audit evidence obtained,
whether a material uncertainty exists related to events or conditions that
may cast significant doubt on the Group’s ability to continue as a going
concern. If we conclude that a material uncertainty exists, we are required
to draw attention in the auditor’s report to the related disclosures in the
consolidated financial statements and in the group management report or,
if such disclosures are inadequate, to modify our respective audit opinions.
Our conclusions are based on the audit evidence obtained up to the date of
our auditor’s report. However, future events or conditions may cause the
Group to cease to be able to continue as a going concern.
■ Evaluate the overall presentation, structure and content of the consolidated
financial statements, including the disclosures, and whether the
consolidated financial statements present the underlying transactions and
events in a manner that the consolidated financial statements give a true
and fair view of the assets, liabilities, financial position and financial
performance of the Group in compliance with IFRSs as adopted by the EU
and the additional requirements of German commercial law pursuant to
§ 315e Abs. 1 HGB.
■ Obtain sufficient appropriate audit evidence regarding the financial
information of the entities or business activities within the Group to express
audit opinions on the consolidated financial statements and on the group
management report. We are responsible for the direction, supervision and
performance of the group audit. We remain solely responsible for our audit
opinions.
■ Evaluate the consistency of the group management report with the
consolidated financial statements, its conformity with German law, and the
view of the Group’s position it provides.
■ Perform audit procedures on the prospective information presented by the
executive directors in the group management report. On the basis of
sufficient appropriate audit evidence we evaluate, in particular, the
significant assumptions used by the executive directors as a basis for the
prospective information, and evaluate the proper derivation of the
prospective information from these assumptions. We do not express a
separate audit opinion on the prospective information and on the
assumptions used as a basis. There is a substantial unavoidable risk that
future events will differ materially from the prospective information.
■ Evaluate the suitability of the criteria presented by the executive directors in
the non-financial statement as a whole. As explained in the description of
the responsibilities of the executive directors, the executive directors have
interpreted the wording and terms contained in the relevant regulations; the
legal conformity of these interpretations is subject to inherent uncertainties
mentioned in this description. Those inherent uncertainties in the
interpretation apply to our audit accordingly.
We communicate with those charged with governance regarding, among other
matters, the planned scope and timing of the audit and significant audit
findings, including any significant deficiencies in internal control that we
identify during our audit.
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Deutsche Börse Group – Annual report 2023 Executive and Supervisory Board
Combined management report
Consolidated financial statements/notes
Consolidated income statement
Consolidated statement of
comprehensive income
Consolidated balance sheet
Consolidated cash flow statement
Consolidated statement of changes in equity
Notes to the consolidated financial statements
Notes on the consolidated income statement
Notes on the consolidated statement of
financial position
Other disclosures
Responsibility statement by
the Executive Board
Independent Auditor’s Report
Remuneration report
Further information
We also provide those charged with governance with a statement that we
have complied with the relevant independence requirements, and
communicate with them all relationships and other matters that may
reasonably be thought to bear on our independence, and where applicable,
actions taken to eliminate threats or safeguards applied.
From the matters communicated with those charged with governance, we
determine those matters that were of most significance in the audit of the
consolidated financial statements of the current period and are therefore the
key audit matters. We describe these matters in our auditor’s report unless
law or regulation precludes public disclosure about the matter.
Other legal and regulatory requirements
Report on the Assurance on the Electronic Rendering of the
Consolidated Financial Statements and the Group Management
Report Prepared for Publication Purposes in Accordance with
§ 317 Abs. 3a HGB
Assurance Opinion
We have performed assurance work in accordance with § 317 Abs. 3a HGB
to obtain reasonable assurance as to whether the rendering of the
consolidated financial statements and the group management report
(hereinafter the “ESEF documents”) contained in the electronic file
“deutscheboerseag-2023-12-31-de.zip” and prepared for publication
purposes complies in all material respects with the requirements of § 328
Abs. 1 HGB for the electronic reporting format (“ESEF format”). In accordance
with German legal requirements, this assurance work extends only to the
conversion of the information contained in the consolidated financial
statements and the group management report into the ESEF format and
therefore relates neither to the information contained within these renderings
nor to any other information contained in the electronic file identified above.
In our opinion, the rendering of the consolidated financial statements and the
group management report contained in the electronic file identified above and
prepared for publication purposes complies in all material respects with the
requirements of § 328 Abs. 1 HGB for the electronic reporting format. Beyond
this assurance opinion and our audit opinion on the accompanying
consolidated financial statements and the accompanying group management
report for the financial year from 1 January to 31 December 2023 contained
in the „Report on the Audit of the Consolidated Financial Statements and on
the Group Management Report“ above, we do not express any assurance
opinion on the information contained within these renderings or on the other
information contained in the electronic file identified above.
Basis for the Assurance Opinion
We conducted our assurance work on the rendering of the consolidated
financial statements and the group management report contained in the
electronic file identified above in accordance with § 317 Abs. 3a HGB and
the IDW Assurance Standard: Assurance Work on the Electronic Rendering, of
Financial Statements and Management Reports, Prepared for Publication
Purposes in Accordance with § 317 Abs. 3a HGB (IDW AsS 410 (06.2022))
and the International Standard on Assurance Engagements 3000 (Revised).
Our responsibility in accordance therewith is further described in the „Group
Auditor’s Responsibilities for the Assurance Work on the ESEF Documents“
section. Our audit firm applies the IDW Standard on Quality Management:
Requirements for Quality Management in the Audit Firm (IDW QMS 1
(09.2022)).
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Deutsche Börse Group – Annual report 2023 Executive and Supervisory Board
Combined management report
Consolidated financial statements/notes
Consolidated income statement
Consolidated statement of
comprehensive income
Consolidated balance sheet
Consolidated cash flow statement
Consolidated statement of changes in equity
Notes to the consolidated financial statements
Notes on the consolidated income statement
Notes on the consolidated statement of
financial position
Other disclosures
Responsibility statement by
the Executive Board
Independent Auditor’s Report
Remuneration report
Further information
Responsibilities of the Executive Directors and the
Supervisory Board for the ESEF Documents
The executive directors of the Company are responsible for the preparation
of the ESEF documents including the electronic rendering of the consolidated
financial statements and the group management report in accordance
with § 328 Abs. 1 Satz 4 Nr. [number] 1 HGB and for the tagging of the
consolidated financial statements in accordance with § 328 Abs. 1 Satz 4
Nr. 2 HGB.
In addition, the executive directors of the Company are responsible for such
internal control as they have considered necessary to enable the preparation
of ESEF documents that are free from material non-compliance with the
requirements of § 328 Abs. 1 HGB for the electronic reporting format,
whether due to fraud or error.
The supervisory board is responsible for overseeing the process for preparing
the ESEF documents as part of the financial reporting process.
Group Auditor’s Responsibilities for the Assurance
Work on the ESEF Documents
Our objective is to obtain reasonable assurance about whether the ESEF
documents are free from material non-compliance with the requirements of
§ 328 Abs. 1 HGB, whether due to fraud or error. We exercise professional
judgment and maintain professional skepticism throughout the assurance
work. We also:
■
Identify and assess the risks of material non-compliance with the
requirements of § 328 Abs. 1 HGB, whether due to fraud or error, design
and perform assurance procedures responsive to those risks, and obtain
assurance evidence that is sufficient and appropriate to provide a basis for
our assurance opinion.
■ Obtain an understanding of internal control relevant to the assurance work
on the ESEF documents in order to design assurance procedures that are
appropriate in the circumstances, but not for the purpose of expressing an
assurance opinion on the effectiveness of these controls.
■ Evaluate the technical validity of the ESEF documents, i.e., whether the
electronic file containing the ESEF documents meets the requirements of
the Delegated Regulation (EU) 2019/815 in the version in force at the date
of the consolidated financial statements on the technical specification for
this electronic file.
■ Evaluate whether the ESEF documents provide an XHTML rendering with
content equivalent to the audited consolidated financial statements and to
the audited group management report.
■ Evaluate whether the tagging of the ESEF documents with Inline XBRL
technology (iXBRL) in accordance with the requirements of Articles 4 and
6 of the Delegated Regulation (EU) 2019/815, in the version in force at
the date of the consolidated financial statements, enables an appropriate
and complete machine-readable XBRL copy of the XHTML rendering.
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Deutsche Börse Group – Annual report 2023 Executive and Supervisory Board
Combined management report
Consolidated financial statements/notes
Consolidated income statement
Consolidated statement of
comprehensive income
Consolidated balance sheet
Consolidated cash flow statement
Consolidated statement of changes in equity
Notes to the consolidated financial statements
Notes on the consolidated income statement
Notes on the consolidated statement of
financial position
Other disclosures
Responsibility statement by
the Executive Board
Independent Auditor’s Report
Remuneration report
Further information
Further Information pursuant to Article 10 of the
EU Audit Regulation
We were elected as group auditor by the annual general meeting on 16 May
2023. We were engaged by the supervisory board on 14 September 2023.
We have been the group auditor of the Deutsche Börse Aktiengesellschaft,
Frankfurt am Main, without interruption since the financial year 2021.
We declare that the audit opinions expressed in this auditor’s report are
consistent with the additional report to the audit committee pursuant to
Article 11 of the EU Audit Regulation (long-form audit report).
and the audited group management report and do not take their place. In
particular, the “Report on the Assurance on the Electronic Rendering of the
Consolidated Financial Statements and the Group Management Report
Prepared for Publication Purposes in Accordance with § 317 Abs. 3a HGB”
and our assurance opinion contained therein are to be used solely together
with the assured ESEF documents made available in electronic form.
German public auditor responsible for the engagement
The German Public Auditor responsible for the engagement is Dr. Michael
Rönnberg.
Reference to an other matter – use of the
auditor’s report
Our auditor’s report must always be read together with the audited
consolidated financial statements and the audited group management report
as well as the assured ESEF documents. The consolidated financial
statements and the group management report converted to the ESEF
format – including the versions to be filed in the company register – are
merely electronic renderings of the audited consolidated financial statements
Frankfurt am Main, 6 March 2024
PricewaterhouseCoopers GmbH
Wirtschaftsprüfungsgesellschaft
Marc Billeb
Certified Public Auditor
Dr Michael Rönnberg
Certified Public Auditor
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Deutsche Börse Group – Annual report 2023
Remuneration
report
251 Remuneration report
300 Auditor’s Report
Executive Board
Management report
Consolidated financial
Remuneration
Further information
and Supervisory Board
statements and notes
report
Remuneration report
Introduction
Review of the 2023 financial year
The remuneration report describes the principles and the structure of the
remuneration of the Executive Board and Supervisory Board of Deutsche
Börse AG and reports on the remuneration awarded and due to members of
the Executive Board and Supervisory Board in 2023. The report was prepared
by the Executive Board and Supervisory Board in accordance with the require-
ments of section 162 Aktiengesetz (Stock Corporation Act, AktG) and follows
the recommendations and suggestions of the German Corporate Governance
Code (GCGC) as amended on 28 April 2022. It also takes into account the
current version of the guidelines of the working group for sustainable manage-
ment board remuneration systems, which is made up of the supervisory board
chairs of listed companies in Germany, as well as representatives of institu-
tional investors, academics and corporate governance experts.
This review of the 2023 financial year explains the context in which the remu-
neration decisions were taken and enables their comprehensive perception.
Approval of the remuneration report 2022 by the Annual General
Meeting 2023
The remuneration report for the 2022 financial year was presented to the An-
nual General Meeting in 2023 for approval. The Annual General Meeting ap-
proved the remuneration report for 2022 by a majority of 91.69 per cent. This
was the second report on the implementation of the remuneration system that
was approved by the Annual General Meeting in 2021 (2021 remuneration
system) with a majority of 94.97 per cent.
Above and beyond the requirements of section 162 (3) AktG, the remuneration
report was reviewed by PricewaterhouseCoopers GmbH
Wirtschaftsprüfungsgesellschaft both in a formal as well as a material audit.
The remuneration report and the attached memorandum on the review of the
remuneration report can be found on the Deutsche Börse AG website at
https://www.deutsche-boerse.com > Investor Relations > Corporate Govern-
ance > Remuneration.
Thereafter, the Supervisory Board discussed the feedback from shareholders
and proxy advisers provided as part of the consultation on the remuneration
report. In view of the continued high approval rate and the positive feedback
from shareholders and proxy advisers, the Supervisory Board does not cur-
rently see any reason to make fundamental changes to the remuneration
report.
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Deutsche Börse Group – Annual report 2023
251
Executive and Supervisory BoardCombined management reportConsolidated financial statements/notesRemuneration reportRemuneration reportAuditor’s ReportFurther informationDeutsche Börse Group – Annual report 2023
Executive Board
Management report
Consolidated financial
Remuneration
Further information
and Supervisory Board
statements and notes
report
Adjustment of target remuneration for Executive Board members
At its meeting on 9 March 2023, the Supervisory Board voted to adjust the
target remuneration for Executive Board members with effect from 1 July
2023. The last adjustment was made seven years earlier in 2016. Over this
period, the size of Deutsche Börse Group and the complexity of its business
model, as well as of regulatory requirements, increased significantly, which
means that the scope and volume of the Executive Board members’ responsi-
bilities have also continued to increase. Deutsche Börse Group’s strong growth
is reflected in its financial performance indicators and in the number of divi-
sions, business models, employees and regions in which it operates world-
wide.
In line with the objectives of the corporate strategy “Compass 2023”,
Deutsche Börse Group has achieved significant organic and inorganic growth.
Two of the most important takeovers in the Group’s history took place in this
period: the takeover of ISS and the acquisition of SimCorp A/S that was com-
pleted in the 2023 financial year. This growth implies greater responsibilities
for the Executive Board members, in a global market environment that is diffi-
cult overall and is also governed by an increasingly complex legal and regula-
tory framework.
Under these circumstances and in view of the extremely positive performance
by Deutsche Börse Group, the Supervisory Board has increased the target di-
rect remuneration (base salary, target amount of Performance Bonus and tar-
get amount of Performance Shares) for the Executive Board members by
10 per cent p.a., i.e. by 5 per cent for the 2023 financial year. No changes
were made to the company pensions of the Executive Board members in this
context.
Adjustment of target direct remuneration
Theodor Weimer
(CEO)
Christoph Böhm
(CIO/COO)
Thomas Book
(responsible for
Trading & Clearing)
Heike Eckert
(responsible for Governance,
People & Culture, Director of
Labour Relations)
Stephan Leithner
(responsible for
Pre- & Post-Trading)
Gregor Pottmeyer
(CFO)
since 1 July
2023
until 30 June
2023
since 1 July
2023
until 30 June
2023
since 1 July
2023
until 30 June
2023
since 1 July
2023
until 30 June
2023
since 1 July
2023
until 30 June
2023
since 1 July
2023
until 30 June
2023
One-year variable remuneration
1,210.0
1,100.0
1,650.0
1,500.0
792.0
616.0
720.0
560.0
715.0
568.5
650.0
516.7
715.0
568.5
650.0
516.7
792.0
616.0
720.0
560.0
792.0
616.0
720.0
560.0
1,210.0
1,100.0
616.0
560.0
568.5
516.7
568.5
516.7
616.0
560.0
616.0
560.0
2,640.0
2,400.0
1,232.0
1,120.0
1,136.5
1,033.4
1,136.5
1,033.4
1,232.0
1,120.0
1,232.0
1,120.0
€ thous.
Base salary
Performance Bonus
(cash component)
Multi-year variable
remuneration
Performance Bonus
(Restricted Stock)
Performance Shares
1,430.0
1,300.0
1,210.0
1,100.0
616.0
616.0
560.0
560.0
568.5
568.0
516.7
516.7
568.5
568.0
516.7
516.7
616.0
616.0
560.0
560.0
616.0
616.0
560.0
560.0
Target direct remuneration
5,500.0
5,000.0
2,640.0
2,400.0
2,420.0
2,200.0
2,420.0
2,200.0
2,640.0
2,400.0
2,640.0
2,400.0
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Management report
Consolidated financial
Remuneration
Further information
and Supervisory Board
statements and notes
report
By adjusting the target remuneration, the Supervisory Board ensures that the
Executive Board remuneration remains competitive, in order to attract and re-
tain the best and most suitable candidates for a position on the Executive
Board. The adjustment is in line with the 2021 remuneration system. At the
same time, the Supervisory Board reviewed the appropriateness of Executive
Board remuneration in the 2023 financial year to ensure that the amount of
remuneration is still in line with the market and continues to meet regulatory
requirements. Further information on the review of appropriateness can be
found in the section “Appropriateness of Executive Board remuneration”.
Performance and target achievement in 2023
The Supervisory Board believes it is vitally important to have a clear link be-
tween Executive Board members’ remuneration and their performance (“pay
for performance”). A large proportion of Executive Board remuneration there-
fore consists of performance-based remuneration components. For this reason,
and because strategically relevant indicators are used as performance criteria,
the amount of Executive Board remuneration is closely linked to the perfor-
mance of Deutsche Börse Group.
Deutsche Börse Group was able to exceed its original forecast significantly in
the 2023 financial year. Both net revenue and EBITDA increased by
17 per cent in 2023. Earnings per share went up by 15 per cent.
The performance of Deutsche Börse Group was influenced by both secular and
cyclical growth factors. Structural growth was achieved largely by means of
new customer wins and increased market share, expanding customer relation-
ships and innovative products. Cyclical growth effects stemmed particularly
from the global increase in interest rates. In combination with an only moder-
ate decrease in cash deposits by customers in the Securities Services and
Fund Services segments, this led to strong growth in net interest income at
Clearstream. Higher interest rates and a general reduction in the money supply
also had a positive impact on the use of interest rate derivatives and repo
products from Eurex and Eurex Repo in the Trading & Clearing segment. In
this context, the rise in the outstanding notional volume of centrally cleared
over-the-counter (OTC) traded and euro-denominated interest rate derivatives
had a positive impact on net revenue. Significantly higher trading volumes for
electricity derivatives on the EEX also led to an increase in net revenue in the
Trading & Clearing segment. This was due to lower margin requirements as
volatility on electricity and gas markets was lower, and additional market
share. The newly created Investment Management Solutions segment profited
from both sustained demand for ISS products in Governance Solutions, Corpo-
rate Solutions and ESG, and from contract renewals with customers in the An-
alytics business. The acquisition of SimCorp A/S also made a key contribution
to M&A growth in this segment from the fourth quarter.
Deutsche Börse Group substantially strengthened its strategic position in key
growth markets overall, and again improved its line-up for further organic
growth and future competitiveness. This applies particularly to the ongoing
strategic development of the pre-trading business, with the creation of the new
Investment Management Solutions segment.
The successful implementation of the corporate strategy, Compass 2023,
again significantly improved a number of key financial indicators, which are
also used as performance criteria for the performance-based components of
Executive Board remuneration, and meant that the strategic objectives were
achieved ahead of schedule.
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Remuneration
Further information
and Supervisory Board
statements and notes
report
The following chart shows the average overall target achievement of the Execu-
tive Board members in the Performance Bonus for 2023:
In view of this successful growth, a proposal will be made at the Annual Gen-
eral Meeting 2024 to increase the dividend again to €3.80 for the 2023 fi-
nancial year. The successful performance in 2023, which included signifi-
cantly outperforming ambitious targets for further increases in net revenue and
EBITDA, was also reflected in the average achievement of 178.78 per cent for
the performance bonus. Net revenue and EBITDA, in addition to individual tar-
gets, are the three equally weighted criteria for the Performance Bonus.
A detailed description of the performance criteria, target achievement and re-
sulting payouts can be found in the chapter “Performance Bonus”.
The tranche of the Performance Share Plan (PSP) granted in 2019 (PSP
Tranche 2019) ended at the close of the 2023 financial year. The overall tar-
get achievement in the PSP Tranche 2019 of 162.69 per cent reflects
Deutsche Börse Group’s continued strong growth over the five-year perfor-
mance period. Targets were exceeded for both the performance criterion “Ad-
justed Net Income Growth” and the performance criterion “Total Shareholder
Return (TSR) Performance”. The target achievement for relative TSR not only
reflects the strong absolute performance of the Deutsche Börse share on the
capital market, but also its above-average relative performance compared with
the relevant peer group.
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Remuneration
Further information
and Supervisory Board
statements and notes
report
The overall target achievement of the Executive Board members for the PSP
Tranche 2019 is as follows:
Executive Board remuneration in 2023
A detailed description of the performance criteria, target achievement and re-
sulting payouts can be found in the section “Overall target achievement and
payouts from the PSP Tranche 2019”.
Composition of the Executive Board and Supervisory Board
There were no changes among the members of the Executive Board and Su-
pervisory Board in 2023.
Principles of Executive Board remuneration
Executive Board remuneration serves as an important steering element for the
strategic direction of Deutsche Börse Group and makes a key contribution to
advancing and implementing the corporate strategy, as well as to the sustaina-
ble long-term development of Deutsche Börse AG. Choosing suitable perfor-
mance criteria for performance-based remuneration sets incentives to manage
the company sustainably and successfully over the long term and to drive the
realisation of its strategic objectives. In order to support a strong equity culture
and further align the interests of the Executive Board and shareholders, most
of the performance-based remuneration components are share-based.
Executive Board remuneration is based on the principle that Executive Board
members should receive appropriate remuneration in line with their perfor-
mance, functions and responsibilities. By setting ambitious performance crite-
ria, the Supervisory Board follows a strict pay-for-performance approach. The
long-term structure of the remuneration system, as expressed in the largely
multi-year assessment basis for the performance-based remuneration compo-
nents, also avoids creating incentives for taking unreasonable risks.
The following overview shows the main guidelines applied by the Supervisory
Board for the Executive Board remuneration:
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Remuneration
Further information
and Supervisory Board
statements and notes
report
Appropriateness of Executive Board remuneration
The remuneration of Executive Board members is determined by the Supervi-
sory Board on the basis of the remuneration system, whereby the Nomination
Committee prepares the Supervisory Board’s decision. The Supervisory Board
ensures that remuneration is appropriate to the corresponding Executive Board
member’s tasks and performance, as well as to the company’s financial situa-
tion, and that it does not exceed common market pay levels without special
justification. For this purpose, the Supervisory Board conducts a regular hori-
zontal and vertical peer group comparison, generally every other year.
To do so, the Supervisory Board may engage external experts who are inde-
pendent of the Executive Board and the company. The horizontal comparison
is based on relevant national and international peer groups. The Supervisory
Board selects the peer groups based on the criteria country, size and industry
sector as stipulated in AktG. Based on the country criterion and given their
comparable size, DAX-listed companies are considered as a suitable peer
group for the purpose of the horizontal comparison. In order to reflect the in-
dustry-sector criterion, European financial institutions were used as customers
and competitors of Deutsche Börse Group, as well as international stock ex-
change operators as additional peer groups.
In order to assess whether the remuneration is in line with usual levels within
the company (vertical comparison), the Supervisory Board – in accordance
with the recommendations of the GCGC – also takes into account the ratio of
Executive Board remuneration to the remuneration of senior managers and the
workforce as a whole, and how the various salary grades have developed over
time. In this context, senior managers mean the two management levels below
the Executive Board. The Supervisory Board considers the remuneration ratio
with regard to the employees of Deutsche Börse AG and the employees of
Deutsche Börse Group overall.
Process for determining, implementing and reviewing the remunera-
tion system
The Supervisory Board, being advised by its Nomination Committee, deter-
mines the remuneration system for the members of the Executive Board. The
remuneration system adopted by the Supervisory Board is presented to the An-
nual General Meeting for approval. The Supervisory Board reviews the remu-
neration system regularly with the support of its Nomination Committee. After
any significant changes, but not less than every four years, the Supervisory
Board again presents the remuneration system to the Annual General Meeting
for approval.
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Further information
and Supervisory Board
statements and notes
report
The results of the review are taken into account by the Supervisory Board
when setting the target remuneration for the Executive Board members, which
also ensures that the Executive Board remuneration is appropriate.
The last review of appropriateness took place in the 2023 financial year. The
Supervisory Board was supported by an independent external advisor and the
Executive Board remuneration was found to be appropriate.
Target remuneration
In their service contract, each Executive Board member is promised a target re-
muneration in line with common market levels, which depends largely on their
relevant knowledge and experience for the role. It is also based on the target
remuneration for the other Executive Board members. As described in the
chapter “Review of the 2023 financial year”, the target remuneration of the Ex-
ecutive Board members was adjusted in the 2023 financial year and the target
direct remuneration increased as of 1 July 2023 by 10 per cent p.a., i.e. by
5 per cent for the 2023 financial year. On this basis, the total target remuner-
ation for the Executive Board members for 2023 was as follows:
Target remuneration (part 1)
Base salary
Fringe benefits
One-year variable remuneration
Performance Bonus (cash component)
Multi-year variable remuneration
Performance Bonus (Restricted Stock)
Performance Shares Tranche 2022-2026
Performance Shares Tranche 2023-2027
Pension expense
Total target remuneration
Theodor Weimer
(CEO)
2023
%
26.3
1.0
19.3
2022
€ thous.
1,500.0
60.5
1,100.0
–
1,100.0
42.0
–
–
–
11.4
100.0
2,400.0
1,100.0
1,300.0
–
745.9
5,806.4
2022
%
25.8
1.1
19.0
–
2023
€ thous.
756.0
25.3
588.0
588.0
Christoph Böhm
(CIO/COO)
2023
%
26.8
0.9
20.8
–
2022
€ thous.
720.0
28.4
560.0
560.0
41.3
1,176.0
41.6
1,120.0
–
–
–
12.8
100.0
588.0
–
588.0
278.4
–
–
–
560.0
560.0
–
9.9
324.2
2,823.7
100.0
2,752.6
2023
€ thous.
1,575.0
60.6
1,155.0
1,155.0
2,520.0
1,155.0
–
1,365.0
683.8
5,994.4
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Deutsche Börse Group – Annual report 2023
2022
%
26.2
1.0
20.3
–
40.7
–
–
–
11.8
100.0
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Further information
and Supervisory Board
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Target remuneration (part 2)
Base salary
Fringe benefits
One-year variable remuneration
Performance Bonus (cash component)
Multi-year variable remuneration
Performance Bonus (Restricted Stock)
Performance Shares Tranche 2022-2026
Performance Shares Tranche 2023-2027
Pension expense
Total target remuneration
Target remuneration (part 3)
Base salary
Fringe benefits
One-year variable remuneration
Performance Bonus (cash component)
Multi-year variable remuneration
Performance Bonus (Restricted Stock)
Performance Shares Tranche 2022-2026
Performance Shares Tranche 2023-2027
Pension expense
Total target remuneration
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Deutsche Börse Group – Annual report 2023
Thomas Book
(responsible for Trading & Clearing)
Heike Eckert
(responsible for Governance, People & Culture, Director of Labour Relations)
2023
€ thous.
682.5
27.4
542.6
542.6
1,084.9
542.6
–
542.3
249.8
2023
%
26.4
1.1
21.0
–
2022
€ thous.
650.0
26.7
516.7
516.7
2022
%
24.2
1.0
19.3
–
2023
€ thous.
682.5
23.3
542.6
542.6
2023
%
26.2
0.9
20.8
–
2022
€ thous.
650.0
25.7
516.7
516.7
41.9
1,033.4
38.5
1,084.9
41.7
1,033.4
–
–
–
516.7
516.7
–
9.6
455.7
–
–
–
17.0
100.0
542.6
–
542.3
269.5
2,602.8
–
–
–
10.4
100.0
516.7
516.7
–
306.1
2,531.9
2,587.2
100.0
2,682.5
Stephan Leithner
(responsible for Pre- & Post-Trading)
Gregor Pottmeyer
(CFO)
2023
€ thous.
756.0
22.8
588.0
588.0
1,176.0
588.0
–
588.0
283.8
2,826.6
2023
%
26.8
0.8
20.8
–
41.6
–
–
–
10.0
100.0
2022
€ thous.
720.0
21.7
560.0
560.0
1,120.0
560.0
560.0
–
321.9
2,743.6
2022
%
26.3
0.8
20.4
–
40.8
–
–
–
11.7
100.0
2023
€ thous.
756.0
36.5
588.0
588.0
1,176.0
588.0
–
588.0
216.8
2023
%
27.3
1.3
21.2
–
42.4
–
–
–
2022
€ thous.
720.0
35.9
560.0
560.0
1,120.0
560.0
560.0
–
7.8
297.9
2,773.3
100.0
2,733.8
2022
%
25.7
1.0
20.4
–
40.8
–
–
–
12.1
100.0
2022
%
26.3
1.3
20.5
–
41.0
–
–
–
10.9
100.0
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Further information
and Supervisory Board
statements and notes
report
Compliance with maximum remuneration
The Supervisory Board has defined a maximum remuneration for Executive
Board members in accordance with section 87a (1) sentence 2 no. 1 AktG,
which limits the maximum payouts of compensation promised in one financial
year. In the 2021 remuneration system, maximum remuneration for the Chief
Executive Officer is €12,000,000 and for the ordinary Executive Board mem-
bers €6,000,000.
The maximum remuneration includes all payouts of non-performance-based
remuneration (base salary, fringe benefits, pension and risk protection) and
performance-based remuneration components (Performance Bonus, Perfor-
mance Shares), whereby the pension and risk protection are based on the ser-
vice cost.
It will only be possible to report on compliance with maximum remuneration
for 2023 after the payout for the tranche of Performance Shares granted in
2023. To the extent that the payout from Performance Shares would result in
the maximum remuneration being exceeded, the payout would be reduced ac-
cordingly to ensure compliance with the maximum remuneration.
A maximum remuneration also existed prior to the 2021 remuneration system
to cap the annual payouts from remuneration components. It was set at
€9,500,000 for each active Executive Board member and was always com-
plied with.
Overview of the remuneration structure for Executive Board
members
In structuring the remuneration, the Supervisory Board strives to ensure that
the overall framework for remuneration within the Executive Board is as uni-
form as possible. The remuneration system for Executive Board members con-
sists of non-performance-based and performance-based components.
The non-performance-based remuneration components consist of base salary,
contractual fringe benefits and provisions for retirement and risk protection.
The performance-based component consists of the Performance Bonus and the
Performance Shares.
In addition, the company’s share ownership guidelines require Executive Board
members to invest a substantial amount in Deutsche Börse AG shares during
their term of office.
The following overview shows the main elements of the 2021 remuneration
system.
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1) ESG targets = Environmental, social, governance targets
2) TSR = Total Shareholder Return
3) EPS = Earnings per share
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Further information
and Supervisory Board
statements and notes
report
To ensure the pay for performance orientation of Executive Board remunera-
tion, around 70 per cent of the target direct remuneration consists of perfor-
mance-based remuneration components. Furthermore, around 70 per cent of
this performance-based remuneration has a multi-year assessment basis and
is also share-based. This ensures that the remuneration structure is aligned
with the company’s sustainable long-term development. It also ensures that
the performance-based remuneration to reward the achievement of long-term
targets is higher than that for short-term targets and that the interests of the
Executive Board are aligned with those of shareholders.
The base salary accounts for around 30 per cent of the target direct remunera-
tion. The Performance Bonus, which is paid out after the respective financial
year, accounts for approx. 22.5 per cent of the target direct remuneration. The
Performance Bonus, which is available to the Executive Board members after a
further four financial years (performance-based restricted stock) also accounts
for approx. 22.5 per cent. Performance Shares account for approx. 25 per cent
of the target direct remuneration.
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Application of remuneration components in 2023 in detail
Non-performance-based remuneration components
Base salary
The members of the Executive Board receive a fixed base salary, which is paid
in twelve equal monthly instalments. When setting the amount of base salary,
the Supervisory Board is guided by the relevant knowledge and experience of
the Executive Board members for their respective role.
Fringe benefits
Executive Board members receive contractually agreed fringe benefits. These
include, inter alia, an appropriate company car for business and personal use.
They also receive taxable contributions towards private pensions. In addition,
the company takes out appropriate insurance coverage for them. This included
accident insurance in the 2023 financial year. Another fringe benefit in the
2023 financial year was the use of carpool vehicles or vehicles with drivers.
Executive Board members were not granted any other fringe benefits in the
2023 financial year apart from those mentioned.
In the 2023 financial year, there was also directors & officers (D&O) insurance
for Executive Board members.
Pension and risk coverage
As another non-performance-based component of the remuneration system the
Executive Board members are entitled to a pension as well as invalidity and
life insurance.
The members of the Executive Board are generally entitled to receive retire-
ment benefits upon reaching the age of 60, provided that they are no longer in
the service of Deutsche Börse AG at that time. A different rule applies to
Thomas Book, who is entitled to retirement benefits on reaching the age of 63.
The Supervisory Board reviews and determines the pensionable income that is
used as the basis for retirement benefits. Executive Board members normally
receive a defined contribution pension. An exception applies to Executive
Board members with existing entitlements from previous positions within
Deutsche Börse Group. In this case, they may receive a defined benefit pen-
sion instead. This exception only applies to Thomas Book.
Defined contribution pension system
The rules of the defined contribution pension scheme apply to Theodor Wei-
mer, Christoph Böhm, Heike Eckert, Stephan Leithner and Gregor Pottmeyer.
Under the defined contribution pension scheme, the company makes an an-
nual capital contribution to the scheme for each calendar year that a member
serves on the Executive Board. This pension contribution is calculated by ap-
plying an individual contribution rate to their pensionable income. The Super-
visory Board determines and regularly reviews the pensionable income. The
annual capital contributions calculated in this way bear interest of at least
3 per cent per annum. As a rule, retirement benefits are paid as a monthly
pension. However, the Executive Board member may choose for payment to be
made in the form of a one-off lump sum or as five instalments. The entitle-
ments vest in accordance with the provisions of Betriebsrentengesetz (German
Company Pensions Act).
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Defined benefit pension system (legacy commitment)
After reaching the contractually agreed retirement age, beneficiaries covered by
the defined benefit pension system receive a certain proportion of their individ-
ual pensionable income as a pension, known as the replacement rate. The re-
quirement is that the respective Executive Board member was in office for at
least three years and was reappointed at least once. As is the case under the
defined contribution scheme, the Supervisory Board determines and regularly
reviews the pensionable income. The replacement rate depends on the length
of Executive Board service and number of reappointments, and amounts to a
maximum of 50 per cent. The payment terms and the rules governing vesting
correspond to those of the defined contribution scheme.
members with defined benefit pensions receive an amount calculated by ap-
plying the achieved replacement rate to the respective pensionable income.
Executive Board members with defined contribution pensions receive the plan
assets already accrued when the pension benefits fall due, plus a supplement.
The supplement corresponds to the full annual pension contribution that
would have been due in the year of departure multiplied by the number of
years between the date on which the pension benefits fall due and the Execu-
tive Board member’s sixtieth birthday. If an Executive Board member dies,
their surviving spouse receives 60 per cent and each eligible child 10 per cent
(for full orphans: 25 per cent) of the amount presented above, however up to
a maximum of 100 per cent of the pension contribution.
Members of the Executive Board are entitled to an early pension if the com-
pany does not extend their service agreements, unless the reasons for doing so
are attributable to the Executive Board member or would justify terminating the
agreement without observance of a notice period. As in the case of a retire-
ment pension, the amount of the early pension is calculated by applying the
replacement rate to the respective pensionable income. Executive Board mem-
bers with a defined contribution pension are not eligible for an early pension.
Permanent incapacity to work and death benefits
A key element of the retirement benefits is insurance coverage for Executive
Board members in the event of permanent incapacity for work or death. If an
Executive Board member has a permanent occupational disability, the com-
pany has the right to put that Executive Board member into retirement. A per-
manent occupational disability arises if the Executive Board member is incapa-
ble of working for more than six months and it is not expected that they will be
fit to return to work within another six months. In this case, Executive Board
Transitional payments
In the event that an Executive Board member becomes permanently incapable
of working, the defined benefit pension agreements for Executive Board mem-
bers provide for a transitional payment. The amount of this payment corre-
sponds to the target amount of performance-based remuneration (Performance
Bonus and Performance Shares) in the year in which the event triggering the
benefits occurs. It is paid out in two tranches in the two following years. If an
Executive Board member dies, their spouse receives 60 per cent of the transi-
tional payment.
The pensionable income and the present value of the pension commitments as
at 31 December 2023 are shown in the following tables in consolidated form
for each Executive Board member:
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Retirement benefits (defined contribution pension system)
IAS 19
Service cost
Pensionable income
Contribution percentage
Contribution
Retirement benefit
Risk-based part
(disability and death)
Present value of
pension commitments
Executive Board
member
Theodor Weimer
Christoph Böhm
Heike Eckert1
Stephan Leithner
Gregor Pottmeyer
2023
€ thous.
2022
€ thous.
1,200.0
1,200.0
500.0
500.0
500.0
500.0
500.0
500.0
500.0
500.0
2023
%
50.0
48.0
44.0
48.0
48.0
2022
%
2023
€ thous.
2022
€ thous.
2023
€ thous.
2022
€ thous.
50.0
48.0
40.0
48.0
48.0
600.0
240.0
220.0
240.0
240.0
600.0
240.0
200.0
240.0
240.0
665.6
265.0
242.3
274.9
211.4
702.1
297.0
259.9
301.5
289.0
2023
%
18.3
13.4
27.2
8.9
5.3
2022
%
2023
€ thous.
2022
€ thous.
43.8
4,079.6
3,259.9
27.2
1,662.5
1,320.6
46.2
1,005.6
690.9
20.5
1,794.8
1,450.0
8.9
4,359.5
3,695.7
1) The contribution percentage for Heike Eckert was adjusted to 48 per cent with effect from 1 July 2023.
Retirement benefits (defined benefit pension system)
Pensionable income
Replacement rate
Service cost
IAS 19
Present value of
pension commitments
Executive Board member
2023
€ thous.
2022
€ thous.
2023
%
2022
%
2023
€ thous.
2022
€ thous.
2023
€ thous.
2022
€ thous.
Thomas Book
500.0
500.0
50.0
50.0
249.8
455.7
4,957.8
4,087.9
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Remuneration
Further information
and Supervisory Board
statements and notes
report
Performance-based remuneration components
Performance-based remuneration components account for the majority of the
Executive Board members’ remuneration. Performance-based remuneration
comprises a Performance Bonus and Performance Shares. The performance-
based remuneration components are mostly assessed on a multi-year basis to
ensure the sustainable long-term development of Deutsche Börse AG. They are
also mostly share-based, which aligns the interests of the Executive Board and
the shareholders. Performance-based remuneration is calculated largely on the
basis of long-term performance by measuring various performance criteria over
five years (Performance Shares and performance-based restricted stock: a one-
year performance period plus a four-year blocking period). The cash portion of
the Performance Bonus (annual payout) is the only short-term element of the
performance-based remuneration. The performance criteria include both finan-
cial and non-financial targets. In order to systematically pursue the idea of pay
for performance, the performance criteria are set ambitiously. In order to take a
holistic approach to the company’s success, different performance criteria are
used for the Performance Bonus and Performance Shares.
In accordance with recommendation G.8 GCGC, targets and reference parame-
ters set by the Supervisory Board for performance-based remuneration compo-
nents for each upcoming financial year may not be changed retrospectively.
The performance criteria and other important aspects of the performance-
based remuneration components address the core pillars of the corporate strat-
egy. The following chart illustrates the close link between the corporate strat-
egy and the performance criteria and key aspects of the performance-based re-
muneration.
As the core principle of Executive Board remuneration at Deutsche Börse AG,
the focus is always on pay for performance. The following overview illustrates
this for an ordinary Executive Board member using three performance scenar-
ios to highlight the connection between target achievement and amount of di-
rect remuneration:
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Further information
and Supervisory Board
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report
Performance Bonus
Principles of the Performance Bonus
The Performance Bonus comprises, in equal parts, a cash portion and a share-
based portion (performance-based restricted stock). The target achievement
and the resulting cash payout, as well as the amount to be invested in shares
(performance-based restricted stock), are measured based on three equally
weighted performance criteria: net revenue, EBITDA and individual targets.
The Performance Bonus is intended to set incentives for the realisation of op-
erational objectives which are materially important to the long-term develop-
ment of Deutsche Börse AG. For this reason, the performance criteria include
net revenue and EBITDA, financial indicators which are vital for the successful
execution of the corporate strategy and create incentives for profitable growth.
Individual targets make it possible to differentiate performance according to the
operational and strategic responsibilities of the individual Executive Board
members. At the same time, the individual targets allow the Executive Board
as a whole to be guided, particularly in terms of achieving core strategic tar-
gets which are essential for the implementation of the corporate strategy.
A Performance Bonus with a certain target amount is agreed with each Execu-
tive Board member every year, with target achievement being measured over
the course of a financial year. In total, an overall target achievement ranging
from 0 per cent to 200 per cent is possible. This means that a complete loss
of the Performance Bonus is also possible.
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Remuneration
Further information
and Supervisory Board
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report
Target achievement for the market expectation component of net revenue
To calculate the target achievement for the market expectation component of
net revenue, a target value is set by the Supervisory Board before the financial
year begins. The target value set by the Supervisory Board is based on capital
market consensus. In this way the Supervisory Board ensures that the target is
in line with investors’ expectations for the upcoming financial year. For 2023
the Supervisory Board set a target of €4,577.2 million.
The target value determines the lower limit, which is 85 per cent of the target
value and so €3,890.6 million for the 2023 financial year. The upper limit is
110 per cent of the target and so €5,034.9 million.
Criteria for the Performance Bonus
The overall target achievement for the Performance Bonus is measured using
the performance criteria net revenue, EBITDA and individual targets. Target
achievement of 0 per cent to 200 per cent is possible for each performance
criterion.
Net revenue
The basis is net revenue as reported in the consolidated financial statements.
This consists of revenue plus net interest income from banking business and
other operating income, less volume-related costs. Using net revenue as a per-
formance criterion for the Performance Bonus is intended to incentivise the de-
sired growth in net revenue. This serves as the basis for all the other activities
carried out by Deutsche Börse AG and for its long-term, sustainable success.
The target achievement for the market expectation component and the target
achievement for the growth component are added to calculate the target
achievement for the net revenue performance criterion.
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Further information
and Supervisory Board
statements and notes
report
To calculate the target achievement in the market expectation component, the
net revenue as reported, which amounted to €5,076.6 million in 2023, is ad-
justed for M&A transactions not included in the target setting. This ensures
that the target achievement is measured by reference to the target set. Net rev-
enue for the measurement of target achievement was reduced by
€–198.0 million in the 2023 financial year to reflect the takeover of
SimCorp A/S, which was not included in the target set. On this basis the ac-
tual value was €4,878.6 million.
Determination of actual value Net revenue
€m
“As reported”
Adjustments
Actual value
Net revenue
2023
5,076.6
– 198.0
4,878.6
This represents a target achievement of 165.85 per cent in the market expec-
tation component of net revenue.
Target achievement value Net revenue
Target value €m
Actual value €m
Deviation %
Target achievement %
Target
achievement
2023
4,577.2
4,878.6
6.58
165.85
Target achievement for the growth component of net revenue
The growth component establishes a link between the focus on absolute
growth, on the one hand, and investor expectations, on the other. This incen-
tivises both internal and external growth expectations in order to sharpen the
focus on strategic growth. The indicator net revenue as reported is used for the
growth component, which includes any M&A effects.
To measure the target achievement for the growth component of net revenue,
the actual percentage change in net revenue compared with the previous
year’s net revenue is multiplied by three.
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Further information
and Supervisory Board
statements and notes
report
Whereas net revenue in the 2022 financial year was €4,337.6 million, the
figure in the 2023 financial year was €5,076.6 million, which is an increase
of 17.04 per cent. This means the target achievement for the 2023 financial
year in the growth component of net revenue was 51.11 per cent.
The target achievement for the market expectation component and the target
achievement for the growth component are added to calculate the target
achievement for the EBITDA criterion.
Adding the target achievement for the market expectation and growth compo-
nents gives a maximum overall target achievement for net revenue of
200.00 per cent in 2023.
Target achievement Net revenue 2023
Growth component
Net revenue
2023
€m
Net revenue
2022
€m
Change
%
Target
achievement
%
Market
expectation
component
target
achievement
%
Target achievement for the market expectation component of EBITDA
To calculate the target achievement for the market expectation component of
EBITDA, a target value is set by the Supervisory Board before the financial
year begins. The target value is determined by multiplying the EBITDA margin
in the previous year by the target value for the performance criterion net reve-
nue for the upcoming financial year, as described above. For the 2023 finan-
cial year, the Supervisory Board set a target value of €2,665.1 million.
Overall
target
achievement
Net revenue
%
The target value determines the lower limit, which is 85 per cent of the target
value and so €2,265.3 million for the 2023 financial year. The upper limit is
110 per cent of the target value and so €2,931.6 million for the 2023 finan-
cial year.
Net
revenue
165.85
5,076.6
4,337.6
17.04
51.11
200.00
EBITDA
The basis is EBITDA as reported in the consolidated financial statements. This
stands for earnings before interest, tax, depreciation, amortisation and impair-
ment losses. One of the main pillars of the corporate strategy, alongside abso-
lute growth, is the profitability of this growth. To reflect this strategic rele-
vance, EBITDA has been established as a key indicator for the purpose of
managing Deutsche Börse AG and implementing the corporate strategy, and
thus serves as a performance criterion for the Performance Bonus.
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Further information
and Supervisory Board
statements and notes
report
To calculate the target achievement for the market expectation component,
EBITDA as reported, which was €2,944.3 million in the 2023 financial year,
is adjusted firstly for the financial effects of any non-budgeted M&A transac-
tions in the year of the legally binding agreement on the respective M&A trans-
action, and secondly for any material extraordinary non-recurring effects that
were not, or not fully, budgeted for, and which were not caused by the current
Executive Board. EBITDA for the measurement of target achievement was ad-
justed by €–2.4 million in the 2023 financial year to reflect the takeover of
SimCorp A/S, which was not included in the target set. On this basis the ac-
tual value was €2,941.9 million.
Determination of actual value EBITDA
€m
“As reported”
Adjustments
Actual value
EBITDA 2023
2,944.3
– 2.4
2,941.9
This represents a target achievement of 200.00 per cent in the market expec-
tation component of EBITDA.
Target achievement EBITDA
Target value €m
Actual value €m
Deviation %
Target achievement %
Target
achievement
2023
2,665.1
2,941.9
10.39
200.00
Target achievement for the growth component of EBITDA
As in the net revenue criterion, the growth component of EBITDA ensures that
the focus on absolute growth is maintained, in addition to the target based on
investor expectations. To measure the target achievement for the growth com-
ponent of EBITDA, the actual percentage change in EBITDA compared with
the previous year’s EBITDA is multiplied by three.
To determine the growth component of EBITDA, EBITDA as reported may only
be adjusted for any material extraordinary non-recurring effects that were not
or not fully budgeted for, and which were not caused by the current Executive
Board.
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Further information
and Supervisory Board
statements and notes
report
Whereas EBITDA in the 2022 financial year was €2,525.6 million, the figure
in the 2023 financial year was €2,944.3 million, which is an increase of
16.58 per cent. This means the target achievement for the 2023 financial
year in the growth component of EBITDA was 49.73 per cent.
Since the maximum target achievement of 200.00 per cent was achieved in
EBITDA as the market expectation component, the EBITDA growth component
is no longer added. The overall target achievement for the performance crite-
rion EBITDA is therefore 200.00 per cent in 2023 financial year.
Target achievement EBITDA 2023
Growth component
EBITDA
2023
€m
EBITDA
2022
€m
Change
%
Target
achievement
%
Overall
target
achievement
EBITDA
%
Market
expectation
component
target
achievement
%
EBITDA
200.00
2,944.3
2,525.6
16.58
49.73
200.00
Individual targets
The individual targets are set by the Supervisory Board for each Executive
Board member for the upcoming financial year (or for the remainder of the
year if the member is appointed in the course of the year). Individual targets
may be defined for multiple or all Executive Board members together. When
setting individual targets, the Supervisory Board ensures that they are demand-
ing and quantifiable. To ensure this is the case, concrete figures or expecta-
tions are defined for the target achievement. To avoid any dilution of the
incentive effect, each Executive Board member has no more than four targets
per financial year.
The targets are derived from the corporate strategy and promote its implemen-
tation. Strategic projects and initiatives can be used, as can operating
measures that serve directly or indirectly for the implementation of the corpo-
rate strategy.
Individual targets should contribute to an implementation of the corporate
strategy as well as the long-term, sustainable development of Deutsche Börse
AG. Targets can be based on both financial and non-financial indicators. ESG
targets are also potential individual targets. By defining financial and non-fi-
nancial targets and measuring their achievement, the Supervisory Board en-
sures that the implementation of the corporate strategy is advanced and pur-
sued sustainably, and that a holistic approach is taken to the success of
Deutsche Börse Group.
Up to four individual targets were defined for all Executive Board members at
the start of the 2023 financial year. The Nomination Committee and the Su-
pervisory Board both discussed the individual targets in detail. A decision on
the target achievement was taken on the basis of a detailed presentation and
assessment of the Executive Board’s collective and individual performances.
The following table provides an overview of the targets for each Executive
Board member for 2023:
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Further information
and Supervisory Board
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Individual targets for Executive Board members (part 1)
Executive Board member
Weighting
Target
Theodor Weimer
25% each
Christoph Böhm
33.3% each
Thomas Book
25% each
1
2
3
4
1
2
3
1
2
3
4
Reputation of Deutsche Börse Group (external and internal stakeholders)
Further development and acceptance of the new Corporate Strategy of Deutsche Börse Group for the years 2024–2026
(Horizon 2026)
Effectiveness of M&A origination and implementation, including post-merger integration, and in the corporate venturing portfo-
lio, including strategic concept
Effective handling of critical situations (i.e. cum-ex topic, findings, interaction with regulators, legal proceedings and other
issues arising ad hoc)
Effectiveness of the IT organisation (i.e. operational stability, cyber-resilience, IT findings management, implementation of IT
transformation programmes such as cloud migration, SAP S/4HANA)
Contribute to preparing the new corporate strategy for Deutsche Börse Group (Horizon 2026), particularly with regard to tech-
nological aspects
Contribution to effective collaboration between divisions, in particular:
to promote innovation, agility and overall group performance and
effective management of critical situations (i. e. cum-ex topic, findings, interaction with regulators, legal proceedings
and other ad hoc issues)
Commercial results in Trading & Clearing segment in accordance with the financial targets for 2023 adopted by the Supervi-
sory Board on the basis of market consensus
Effectiveness of M&A origination and implementation, including post-merger integration in the Trading & Clearing segment
Contribute to preparing the new corporate strategy for Deutsche Börse Group (Horizon 2026), particularly with regard to the
Trading & Clearing segment and digitisation
Contribution to effective collaboration between divisions, in particular:
to promote innovation, agility and overall group performance and
effective management of critical situations (i. e. cum-ex topic, findings, interaction with regulators, legal proceedings
and other ad hoc issues)
Target
achievement
180%
180%
180%
170%
120%
120%
120%
140%
100%
130%
130%
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Further information
and Supervisory Board
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Individual targets for Executive Board members (part 2)
Executive Board member
Weighting
Target
Heike Eckert
25% each
Stephan Leithner
25% each
Gregor Pottmeyer
25% each
1
2
3
4
1
2
3
4
1
2
3
4
Effectiveness of the compliance and human resources function
Ongoing development and implementation of the Human Resources strategy with particular regard to diversity and inclusion
for the whole Deutsche Börse Group, and contribute to preparing the new corporate strategy for Deutsche Börse Group (Hori-
zon 2026)
Effectiveness in the ongoing development of processes and structures at Deutsche Börse Group
Contribution to effective collaboration between divisions, in particular:
to promote innovation, agility and overall group performance and
effective management of critical situations (i. e. cum-ex topic, findings, interaction with regulators, legal proceedings
and other ad hoc issues)
Business results in the Data & Analytics segment and Fund Services and Securities in accordance with the financial targets
adopted by the Supervisory Board for 2023 on the basis of market consensus
Effectiveness of M&A origination and implementation, including post-merger integration in the Pre and Post-Trading segment
Contribute to preparing the new corporate strategy for Deutsche Börse Group (Horizon 2026), particularly with regard to the
Data & Analytics and Fund Services and Securities Services segment
Contribution to effective collaboration between divisions, in particular:
to promote innovation, agility and overall group performance and
effective management of critical situations (i. e. cum-ex topic, findings, interaction with regulators, legal proceedings
and other ad hoc issues)
Effectiveness of accounting, controlling, taxes and risk management and in the implementation of SAP S/4 HANA
Effectiveness of M&A origination and implementation, including post-merger integration, and in the corporate venturing portfo-
lio
Contribute to preparing the new corporate strategy for Deutsche Börse Group (Horizon 2026), particularly with regard to finan-
cial indicators and acceptance of the strategy by the capital markets
Contribution to effective collaboration between divisions, in particular:
to promote innovation, agility and overall group performance and
effective management of critical situations (i. e. cum-ex topic, findings, interaction with regulators, legal proceedings
and other ad hoc issues)
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Target
achievement
120%
130%
110%
120%
140%
170%
150%
140%
110%
120%
140%
130%
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and Supervisory Board
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Overall target achievement for the Performance Bonus 2023,
payable in 2024
Half the amount of the Performance Bonus resulting from the overall target
achievement is paid out in cash and half is invested in restricted stock in the
amount of the net payout. The cash payout is made with the regular salary
payment for the calendar month following the approval of the consolidated fi-
nancial statements, at the latest. The performance-based restricted stock
increases the long-term incentive effect of the Performance Bonus and aligns
the interests of the Executive Board even more closely with those of sharehold-
ers. Restricted stock is subject to a four-year blocking period in line with rec-
ommendation G.10 GCGC. The Executive Board member can only dispose of
the restricted stock freely after this four-year period.
The following table shows the target achievement and payout amounts for
each Executive Board member:
Overview of Performance Bonus 2023
Executive Board member
Theodor Weimer
Christoph Böhm
Thomas Book
Heike Eckert
Stephan Leithner
Gregor Pottmeyer
Target value € thous.
Target achievement %
Payout amount € thous.
Cash
component
Restricted
Stock
1,155.0
1,155.0
588.0
542.6
542.6
588.0
588.0
588.0
542.6
542.6
588.0
588.0
Net revenue
EBITDA
200.00
200.00
200.00
200.00
200.00
200.00
200.00
200.00
200.00
200.00
200.00
200.00
Individual
targets
178.0
120.0
125.0
120.0
150.0
125.0
Total
Cash
192.67
173.33
175.00
173.33
183.33
175.00
2,225.3
1,019.2
949.5
940.5
1,078.0
1,029.0
Restricted
Stock
2,225.3
1,019.2
949.5
940.5
1,078.0
1,029.0
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Further information
and Supervisory Board
statements and notes
report
Performance Shares
Executive Board members were granted the Performance Share Plan (PSP)
Tranche 2023 at the beginning of the 2023 financial year. The performance
period for the PSP Tranche 2019 also ended at the close of the 2023 financial
year. Other PSP tranches have also been granted in recent years, for which the
performance periods are still ongoing.
General principles of the PSP Tranche 2023
The Performance Share Plan supported by the selected financial performance
criteria supports the execution of the corporate growth strategy. On the other
hand, the inclusion of ESG targets in the PSP emphasises a focus on Deutsche
Börse AG’s sustainable development. At the same time, the five-year perfor-
mance period encourages a focus, in particular, on the long-term development
of Deutsche Börse AG.
The following overview shows the consolidated PSP tranches in the 2023 fi-
nancial year:
The PSP provides each Executive Board member with a number of so-called
Performance Shares at the beginning of every financial year. The number of
these initial (virtual) Performance Shares is determined by dividing the amount
of the individual target remuneration in euros by the average Xetra® closing
price of Deutsche Börse shares in the calendar month preceding the start of
the performance period.
The relevant share price at grant for the PSP Tranche 2023, which was
granted at the beginning of the 2023 financial year and ends at the close of
the 2027 financial year, was €168.05. The individual target amounts, the
share price at grant, the number of virtual Performance Shares granted and the
potential maximum number of Performance Shares at the end of the perfor-
mance period are shown for the individual Executive Board members below:
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and Supervisory Board
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Grant of the PSP Tranche 2023
Executive Board member
Theodor Weimer
Christoph Böhm
Thomas Book
Heike Eckert
Stephan Leithner
Gregor Pottmeyer
The target achievement regarding the final number of Performance Shares is
determined after the end of a five-year performance period. The overall target
achievement for the Performance Shares is measured using the performance
criteria relative Total Shareholder Return (TSR), earnings per share (EPS) and
ESG targets. The financial performance criteria each allow for a target achieve-
ment of 0 per cent to 250 per cent, whereas the ESG targets allow for a target
achievement of 0 per cent to 217.5 per cent. The target achievement for the
criteria relative TSR and EPS is measured at the end of the five-year perfor-
mance period. The target achievement for the ESG targets is determined and
locked in at the end of every financial year, however. The final target achieve-
ment for the ESG targets is measured at the end of the five-year performance
period using the average target achievement over the financial years.
Target amount
€ thous.
Share price at grant
€
Number of Performance
Shares granted
Maximum number of
Performance Shares
possible (242% target
achievement)
1,365.0
588.0
542.3
542.3
588.0
588.0
168.05
168.05
168.05
168.05
168.05
168.05
8,123
3,499
3,228
3,228
3,499
3,499
19,658
8,468
7,812
7,812
8,468
8,468
The final number of virtual Performance Shares is determined by the overall
target achievement for the performance criteria over the five-year performance
period, multiplied by the number of Performance Shares initially granted. The
final number of Performance Shares determined in this manner is multiplied
by the average Xetra® closing price for Deutsche Börse shares in the calendar
month preceding the end of the performance period, plus the dividends paid
during the performance period. This represents the development of the
Deutsche Börse share over the five-year performance period. The result of the
multiplication is the payout amount for the acquisition of real shares. The pay-
out amount from the Performance Shares is capped at 400 per cent of the tar-
get amount. It is due no later than with the regular salary payment for the cal-
endar month following the approval of the consolidated financial statements
after the end of the respective performance period.
The Executive Board members are obliged to invest the entire payout amount
after tax in shares of Deutsche Börse AG.
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The detailed target achievement curve for relative TSR is as follows:
Performance criteria for the PSP Tranche 2023
Relative Total Shareholder Return
The Total Shareholder Return (TSR) of the Deutsche Börse share compared
with the companies in the sector-specific index STOXX® Europe 600 Finan-
cials over the five-year performance period provides an external performance
criterion that is aligned with the capital market. The relative TSR emphasises
the alignment of interests between Executive Board and shareholders and also
integrates a relative performance metric into the remuneration system. This
creates a strong incentive to outperform the relevant peer group over the long
term.
The possible target achievement for the final number of Performance Shares
from this 50 per cent-weighted performance criterion ranges from 0 per cent to
250 per cent. By defining an ambitious target achievement curve, which starts
the payout only after the median has been exceeded, the Supervisory Board
emphasises the pay-for-performance approach to Executive Board remunera-
tion also with regards to the Total Shareholder Return.
The target achievement for the criterion relative TSR is disclosed at the end of
the performance period for the respective PSP tranche.
Earnings per share (EPS)
Earnings per share (EPS) is used as an internal financial performance criterion.
The basis for the criterion is EPS as reported in the consolidated financial
statements. Alongside net revenue and EBITDA, EPS is the third key indicator
for measuring the successful implementation of the growth strategy. Imple-
menting EPS as a performance criterion for the Performance Shares incentiv-
ises long-term profitable growth in this remuneration component too, and re-
flects Deutsche Börse AG’s focus on growth. Including EPS as a performance
criterion for the Performance Shares also ensures that only M&As that are
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successful in the long term are rewarded, as any unsuccessful investments
would have a negative impact on EPS.
The detailed target achievement curve for EPS is as follows:
The performance of EPS is measured by its compound annual growth rate
(CAGR) over the five-year performance period.
The possible target achievement for the final number of Performance Shares
from this 25 per cent-weighted performance criterion ranges from 0 per cent to
250 per cent. The target defined by the Supervisory Board is an EPS CAGR of
7.5 per cent p.a. over the performance period. The cap was set at
18.75 per cent p.a. and the floor at 0 per cent p.a.
To measure target achievement, the reported EPS is adjusted for any amortisa-
tion of intangible assets, purchase price allocations (PPA) and transaction
costs in the case of large M&A transactions valued at more than €1 billion.
The PPA correction reflects the business model of Deutsche Börse AG and po-
tential M&A targets, since these typically only have minor tangible assets. Ad-
justing for transaction costs means the Executive Board is not penalised by
completing larger M&A transactions, which is in line with the growth strategy
by means of both organic and inorganic growth.
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The target achievement for the performance criterion EPS and any adjustments
are disclosed at the end of the performance period for the respective PSP
tranche.
ESG targets
ESG targets are the third performance criterion for the Performance Shares and
are intended to further encourage the sustainable development of Deutsche
Börse Group. This underlines Deutsche Börse AG’s focus on a holistic ap-
proach to its corporate responsibility and ensures its sustainable success as a
company.
The ESG targets are defined on the basis of a catalogue of criteria with four
categories: “External view”, “Employee satisfaction”, “Expansion of ESG busi-
ness” and “CO2 neutrality”. They reflect the different ESG aspects and cover
them holistically.
The targets in these four categories are clearly measurable and subject to spe-
cific target achievement curves. To measure overall target achievement for the
ESG targets, the first step is to calculate the target achievement in the four cat-
egories “External view”, “Employee satisfaction”, “Expansion of ESG business”
and “CO2 neutrality” at the end of each financial year. These figures are then
added on a weighted basis and formally confirmed. At the end of the five-year
performance period, the second step is to measure the overall target achieve-
ment for the ESG targets by calculating the average of the annual target
achievements for ESG targets over the entire performance period. The possible
overall target achievement for the final number of Performance Shares from
this 25 per cent-weighted performance criterion ranges from 0 per cent to
217.5 per cent. The annual target achievement for the ESG targets and the
achievement in the individual categories of ESG targets are disclosed at the
end of each financial year.
External view
In the “External view” category, the aim is to achieve good results in three
leading independent ESG ratings. The target achievement is based on the aver-
age ranking (percentile) in three leading independent ESG ratings determined
beforehand by the Supervisory Board. For the PSP Tranche 2023, the Supervi-
sory Board has chosen the ESG ratings from S&P, Sustainalytics and MSCI.
The possible target achievement for the final number of Performance Shares
from this 6.25 per cent-weighted performance criterion ranges from 0 per cent
to 250 per cent. The Supervisory Board has chosen the 90th percentile as the
target and defined an upper and lower limit. The upper limit is the 99th per-
centile and the lower limit the 75th percentile.
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The detailed target achievement curve for the category “External view” is as
follows:
The possible target achievement for the final number of Performance Shares
from this 6.25 per cent-weighted performance criterion ranges from 0 per cent
to 250 per cent. The Supervisory Board has defined a target value in the an-
nual employee survey of 71.5 per cent approval, and set upper and lower lim-
its. The cap is set at 84.5 per cent approval and the floor at 55.5 per cent ap-
proval.
The detailed target achievement curve for the category “Employee satisfaction”
is as follows:
Employee satisfaction
A sustainable HR policy is also part of Deutsche Börse AG’s sustainability
strategy. This particularly includes a high level of employee satisfaction. To
emphasise this, good results in the annual employee survey are integrated as
an additional ESG target. The survey is carried out by an independent external
provider.
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Expansion of ESG business
The third ESG target is growth in net revenue from ESG products and ESG ser-
vices. In 2021, Deutsche Börse Group developed an own definition for ESG
net revenue and reviews it annually. As part of this review, the scope of the
ESG net revenue was adjusted.
The possible target achievement for the final number of Performance Shares
from this 6.25 per cent-weighted performance criterion ranges from 0 per cent
to 250 per cent. The Supervisory Board has defined a target value for growth
in ESG net revenue of 10 per cent p.a., and set upper and lower limits. The
cap was set at 25 per cent p.a. and the floor at 0 per cent p.a.
The detailed target achievement curve for the category “Expansion of ESG
business” is as follows:
In the Investment Management Solutions segment, ISS STOXX offers rating
services for management and investment decisions on the one hand, as well
as solutions for compliance with regulatory, governance or market standards
and/or shareholder or stakeholder expectations. On the other hand, ISS STOXX
offers ESG indices and climate benchmarks. The corresponding ESG net reve-
nue includes the Corporate Solutions, ESG Analytics and Governance Solutions
businesses as well as all revenue from the licensing of sustainable index solu-
tions. License revenue from such products can either be allocated directly (e.g.
in the case of ETF licenses) or an allocation is made if they are sold as part of
a package.
In the Trading & Clearing segment, EEX operates trading and clearing services
for commodity spot and derivatives markets. EEX defines ESG net revenue as
revenue related to sustainable commodity markets. They include contracts for
green power, emission allowances and related registry/ guarantee of origin ser-
vices as well as power products, related to the share of renewable energy pro-
duction in the respective market area or country.
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CO2 neutrality
Another important ESG target is to achieve and maintain CO2 neutrality for
Deutsche Börse Group.
The detailed target achievement curve for the category “CO2 neutrality” is as
follows:
The possible target achievement for the final number of Performance Shares
from this 6.25 per cent-weighted performance criterion ranges from 0 per cent
to 120 per cent. If CO2 neutrality is achieved, the target achievement is
100 per cent. If it is missed, the target achievement is 0 per cent.
As a further incentive to achieve CO2 neutrality, the target achievement is also
subject to a sub-condition: that CO2 emissions have to be reduced. If CO2
emissions are reduced, the target achievement in the category “CO2 neutrality”
is increased by 20 per cent. If this is not the case, the target achievement is
reduced by 20 per cent. Since energy use in buildings accounts for a large
share, CO2 neutrality is calculated per workplace.
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Target achievement ESG targets
The average target achievement in 2023 for the ESG targets was
159.73 per cent.
The following table provides an overview of target achievements in the respec-
tive categories of ESG targets:
Target achievement ESG targets
Target achievement %
PSP Tranches
Financial year
External view
Employee satisfaction
Expansion of ESG
business
CO2-Neutrality
1
2
0
2
2
2
0
2
3
2
0
2
2021
2022
2023
2024
2025
2026
2027
188.89
227.80
238.89
140.38
128.80
128.85
250.00
250.00
151.16
120.00
120.00
120.00
Determination of target achievement after close of 2024 financial year
Determination of target achievement after close of 2025 financial year
Determination of target achievement after close of 2026 financial year
Determination of target achievement after close of 2027 financial year
Average
174.82
181.65
159.73
Overall target achievement and payout from the PSP Tranche 2019
The close of the 2023 financial year marked the end of the five-year perfor-
mance period for the PSP Tranche 2019. The PSP Tranche 2019 was based
on the remuneration system adopted by the Supervisory Board with effect from
1 January 2016 and approved by the Annual General Meeting with a majority
of 84.19 per cent on 11 May 2016 (remuneration system 2016). The target
achievement for the PSP Tranche 2019 was measured on the basis of the
equally weighted performance criteria “Adjusted Net Income Growth” and “TSR
Performance”.
Adjusted Net Income Growth
Adjusted Net Income Growth is the growth in the adjusted net income attribut-
able to the shareholders of Deutsche Börse AG for the corresponding financial
year. The Supervisory Board determines the target achievement rate for Ad-
justed Net Income Growth at the end of each financial year during the five-
year performance period, which is then locked in. The target achievement rate
at the end of the performance period in question is the average of the annual
target achievement rates for each of the five years. Target achievement degrees
may range between 0 per cent and 250 per cent.
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In the 2023 financial year, the adjusted net income of Deutsche Börse AG
rose from €1,566.2 million in the previous year to €1,841.3 million, an in-
crease of 17.56 per cent. It differs from unadjusted net income
(€1,724.0 million) by non-recurring effects due to M&A activities and legal
disputes. It was also corrected for the costs of organisational restructuring.
The increase of 17.56 per cent represents a target achievement of
250.00 per cent for the 2023 financial year.
Overall, a target achievement of 170.388 per cent was determined for the per-
formance criteria “Adjusted Net Income Growth” for the PSP Tranche 2019.
The following overviews show the individual target achievements over the per-
formance period and the target achievement curve:
Target achievement Net income
Financial year
2019
2020
2021
2022
2023
Ø Target achievement
Net income growth
%
Target
achievement
%
10.26
8.93
8.16
20.24
17.56
139.40
108.58
103.96
250.00
250.00
170.388
TSR Performance
The relative Total Shareholder Return (TSR) performance for Deutsche Börse
shares is derived from Deutsche Börse AG’s ranking relative to the companies
included in the STOXX® Europe 600 Financials index. The ranking is meas-
ured on the basis of the TSR performance, which is calculated by comparing
the TSR at the beginning and end of the performance period. Possible target
achievement ranges from 0 per cent to 250 per cent.
Overall, a target achievement of 155.00 per cent was determined for the per-
formance criteria “TSR Performance” for the PSP Tranche 2019.
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The following overviews show the target achievement for TSR performance and
Based on the target achievements in both performance criteria, the overall tar-
the target achievement curve:
get achievement in the PSP Tranche 2019 is 162.69 per cent.
Target achievement relative TSR
Actual percentile
Target achievement %
The following table provides an overview of the main elements of the PSP
71st
Tranche 2019:
155.00
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PSP Tranche 2019
Executive Board members in office at 31 December
Theodor Weimer
Christoph Böhm
Thomas Book
Stephan Leithner
Gregor Pottmeyer
1) Plus dividends paid per share of €15.40 during the performance period
Target amount
€ thous.
Share price
at grant
€
Number of
Performance
Shares granted
Overall target
achievement
%
Final number of
Performance
Shares
Closing price1
€
Payout amount
€ thous.
1,300.0
560.0
516.7
560.0
560.0
108.36
108.36
108.36
108.36
108.36
11,998
5,168
4,769
5,168
5,168
162.69
162.69
162.69
162.69
162.69
19,520
8,408
7,759
8,408
8,408
180.86
180.86
180.86
180.86
180.86
3,831.0
1,650.2
1,522.8
1,650.2
1,650.2
The PSP Tranche 2019 is paid out in three equal instalments from 2024 to
2026. The after-tax amount of the payout must be invested fully in Deutsche
Börse AG shares. Shares are purchased according to the automated procedure
described below.
Notwithstanding this rule, an earlier contractual agreement obliges the current
CEO to hold 300 per cent and the ordinary Executive Board members
200 per cent of their annual gross base salary in Deutsche Börse AG shares.
Share Ownership Guidelines
Share ownership guidelines apply to all Executive Board members, which re-
quire the Executive Board members to invest a substantial amount in Deutsche
Börse AG shares during their term of office.
The share ownership guidelines constitute a key element for aligning the inter-
ests of the Executive Board even more closely with those of shareholders. They
also align Executive Board remuneration more closely with the strategic objec-
tive of Deutsche Börse AG’s long-term success. The remuneration system
obliges the CEO to hold 200 per cent and ordinary Executive Board members
100 per cent of their annual gross base salary in Deutsche Börse AG shares.
Shares from the Performance Bonus and shares from the payout of Perfor-
mance Shares are also taken into account for the share ownership guidelines,
in addition to shares held privately.
The required shareholdings have to be acquired within a period of four years.
The purchase of shares under the Performance Bonus Plan and the Perfor-
mance Share Plan and purchases from private funds is carried out for Execu-
tive Board members by a service provider determined by Deutsche Börse AG
and engaged by the Executive Board member, which invests the respective
amounts in Deutsche Börse AG shares for the Executive Board member inde-
pendently, without any influence from the Executive Board member or the
company. Shares are purchased during the first four trading days in June of
each year that are consecutive calendar days.
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The shares held by Gregor Pottmeyer and Theodor Weimer were valued at
31 December 2018 and 31 December 2020 respectively. The share owner-
ship guidelines were met as at these dates. The shares held by Christoph
Böhm, Thomas Book and Stephan Leithner were valued as of 31 December
2021. In these cases, the share ownership guidelines were also met. The
shares held by Heike Eckert were valued as at 31 December 2023 and the
share ownership guidelines were found to be met. All the Executive Board
members are therefore in compliance with the share ownership guidelines.
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Share Ownership Guidelines
Executive Board member
Theodor Weimer
Christoph Böhm
Thomas Book
Heike Eckert
Stephan Leithner
Gregor Pottmeyer
Required
Status quo
Percentage of
base salary
300
200
200
200
200
200
Amount
€ thous.
4,500.0
1,440.0
1,300.0
1,300.0
1,440.0
1,440.0
Amount
€ thous.
Percentage of
base salary
8,601.6
2,402.3
2,358.8
1,441.3
2,601.9
5,928.3
573
334
363
222
361
823
Recovery (clawback) and reduction (malus) of the performance-
based remuneration
Under certain circumstances the Supervisory Board may reduce performance-
based remuneration components that have not yet been paid (malus) or may
claw back performance-based remuneration components previously paid out
(clawback).
In cases of serious misconduct by an Executive Board member, the Supervi-
sory Board may reduce their performance-based remuneration components
(Performance Bonus and Performance Shares) partially or fully (compliance
malus).
If performance-based remuneration components have already been paid out
the Supervisory Board can, in these cases, also partially or fully recover the
amounts paid (compliance clawback).
If performance-based remuneration components are determined or paid out on
the basis of incorrect data, e.g. incorrect consolidated financial statements, the
Supervisory Board can correct the figure or recover the remuneration compo-
nents already paid out (performance clawback).
Any such clawback is limited to the calendar year during which the reason has
occurred. The Supervisory Board is entitled to assert a clawback claim even af-
ter an Executive Board member has left the company, for a period of up to two
years following termination of the service contract. Any claims for damages re-
main unaffected by any clawback of performance-based remuneration.
There was no cause to apply the malus or clawback rules in the 2023 finan-
cial year, so the Supervisory Board did not reduce or recover any performance-
based remuneration.
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Disclosures on severance payments
Post-contractual non-competition clause
A post-contractual non-competition clause applies to members of the Executive
Board. This means that the Executive Board members are contractually prohib-
ited from acting for a competing company, or from undertaking competing ac-
tivities, for one year following the end of their service. Compensation of
75 per cent of the base salary and 75 per cent of the most recent Performance
Bonus is payable during the non-compete period. Pension benefits and any
severance payments are offset against the compensation. In addition, 50 per
cent of other earnings are deducted if these – together with the compensation
– exceed the Executive Board member’s most recent remuneration. The com-
pany may waive the post-contractual non-compete clause before the Executive
Board member’s contract of service ends.
Information on third-party benefits
Executive Board members did not receive any benefits from third parties for
their work on the Executive Board in the 2023 financial year.
Early termination without good cause
In the event that an Executive Board member’s contract of service is termi-
nated early for a reason other than good cause, any payments made to the Ex-
ecutive Board member may not exceed the remuneration for the residual term
of their contract of service, and may also not exceed the value of two total an-
nual remuneration payments (severance cap). The payment is calculated on
the basis of the total remuneration for the past financial year and, where ap-
propriate, the expected total remuneration for the current financial year.
The payouts for the Performance Bonus and the Performance Shares take
place on the dates and conditions originally agreed upon. Payouts are not
made any earlier. In accordance with the recommendation of the GCGC, an
exception applies in cases in which the service contract ends early because of
permanent incapacity or any other illness, or the death of the Executive Board
member. In these cases, the target amount of Performance Bonus and Perfor-
mance Shares is paid out immediately.
Early termination for good cause
If the service contract is terminated early for a good cause for which the Exec-
utive Board member is responsible, or if an Executive Board member steps
down before the end of the performance period without good cause or without
a corresponding agreement, any claims to the Performance Bonus and all Per-
formance Shares are forfeited.
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Information on the amount of Executive Board remuneration in
2023
The remuneration shown for the 2023 financial year consists of:
Remuneration awarded and due to current Executive Board members
The following tables show the remuneration awarded and due to the individual
Executive Board members, including the relative share of the individual remu-
neration components pursuant to section 162 AktG. The remuneration
awarded and due comprises all remuneration components for which perfor-
mance has already been measured, for which all conditions precedent and
subsequent are met or no longer apply, and which are vested at the close of
the financial year. It is irrelevant whether the payout has already been made in
the 2023 financial year or occurs at the beginning of the 2024 financial year.
So for the one-year variable remuneration, for example, the Performance Bo-
nus (cash component) for the 2023 financial year is shown, although the pay-
out takes place at the beginning of the 2024 financial year.
Base salary paid in the 2023 financial year
Fringe benefits received in the 2023 financial year
Performance Bonus determined for the 2023 financial year (cash compo-
nent), which will be paid out in the 2024 financial year
Performance Bonus determined for the 2023 financial year (restricted stock),
which will be paid out and invested in the 2024 financial year
Tranche of Performance Shares granted in 2019 and ended at the close of
2023, which will be paid out in three equal parts in 2024, 2025 and 2026
The service cost as defined in IAS 19 is part of Executive Board remuneration.
The retirement benefit commitments for the 2023 financial year are shown ac-
cordingly in the tables.
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Remuneration awarded and due pursuant to section 162 AktG (part 1)
Base salary
Fringe benefits
One-year variable remuneration
Performance Bonus (cash component)
Multi-year variable remuneration
Performance Bonus (Restricted Stock)
Performance Shares Tranche 2018-2022
Performance Shares Tranche 2019-2023
Total remuneration (section 162 AktG)
Pension expense
Total remuneration (incl. pension expense)
2023
€ thous.
1,575.0
60.6
2,225.3
2,225.3
6,056.3
2,225.3
–
3,831.01
9,917.2
683.83
10,601.0
Theodor Weimer
(CEO)
2023
%
15.9
0.6
22.4
–
61.1
–
–
–
100.0
–
–
2022
€ thous
1,500.0
60.5
2,053.4
2,053.4
7,170.0
2,053.4
5,116.62
–
10,783.9
745.93
11,529.8
2022
%
13.9
0.6
19.0
–
66.5
–
–
–
100.0
–
–
2023
€ thous
756.0
25.3
1,019.2
1,019.2
2,669.4
1,019.2
–
1,650.21
4,469.9
278.43
4,748.3
Christoph Böhm
(CIO/COO)
2023
%
16.9
0.6
22.8
–
59.7
–
–
–
100.0
–
–
2022
€ thous
720.0
28.4
952.0
952.0
1,319.5
952.0
367.52
–
3,019.9
324.23
3,344.1
2022
%
23.8
1.0
31.5
–
43.7
–
–
–
100.0
–
–
Remuneration awarded and due pursuant to section 162 AktG (part 2)
Thomas Book
(responsible for Trading & Clearing)
Heike Eckert
(responsible for Governance, People & Culture,Director of Labour Relations)
Base salary
Fringe benefits
One-year variable remuneration
Performance Bonus (cash component)
Multi-year variable remuneration
Performance Bonus (Restricted Stock)
Performance Shares Tranche 2018-2022
Performance Shares Tranche 2019-2023
Total remuneration (section 162 AktG)
Pension expense
Total remuneration (incl. pension expense)
2023
€ thous
682.5
27.4
949.5
949.5
2,472.3
949.5
–
1,522.81
4,131.7
249.8
4,381.5
2023
%
16.5
0.7
23.0
–
59.8
–
–
–
100.0
–
–
2022
€ thous
650.0
26.7
904.2
904.2
1,921.3
904.2
1,017.12
–
3,502.2
455.7
3,957.9
2022
%
18.6
0.8
25.8
–
54.8
–
–
–
100.0
–
–
2023
€ thous
682.5
23.3
940.5
940.5
940.5
940.5
–
–
2,586.8
269.53
2,856.3
2023
%
26.3
0.9
36.4
–
36.4
–
–
–
100.0
–
–
2022
€ thous
650.0
25.7
887.0
887.0
887.0
887.0
–
–
2,449.7
306.13
2,755.8
1) Payout is made in three equal instalments in the 2024, 2025 and 2026 financial years.
2) Payout is made in three equal instalments in the 2023, 2024 and 2025 financial years.
3) The pension expense includes retirement benefits and a risk-based part for disability or death.
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Deutsche Börse Group – Annual report 2023
2022
%
26.6
1.0
36.2
–
36.2
–
–
–
100.0
–
–
291
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Executive Board
Management report
Consolidated financial
Remuneration
Further information
and Supervisory Board
statements and notes
report
Remuneration awarded and due pursuant to section 162 AktG (part 3)
Base salary
Fringe benefits
One-year variable remuneration
Performance Bonus (cash component)
Multi-year variable remuneration
Performance Bonus (Restricted Stock)
Performance Shares Tranche 2018-2022
Performance Shares Tranche 2019-2023
Total remuneration (section 162 AktG)
Pension expense
Total remuneration (incl. pension expense)
Stephan Leithner
(responsible for Pre- & Post-Trading)
Gregor Pottmeyer
(CFO)
2023
€ thous
756.0
22.8
1,078.0
1,078.0
2,728.2
1,078.0
–
1,650.21
4,585.0
283.83
4,868.8
2023
%
16.5
0.5
23.5
–
59.5
–
–
–
100.0
–
–
2022
€ thous
720.0
21.7
994.0
994.0
2,096.2
994.0
1,102.22
–
3,831.9
321.93
4,153.8
2022
%
18.8
0.6
25.9
–
54.7
–
–
–
100.0
–
–
2023
€ thous
756.0
36.5
1,029.0
1,029.0
2,679.2
1,029.0
–
1,650.21
4,500.7
216.83
4,717.5
2023
%
16.8
0.8
22.9
–
59.5
–
–
–
100.0
–
–
2022
€ thous
720.0
35.9
966.0
966.0
3,170.2
966.0
2,204.22
–
4,892.1
297.93
5,190.0
2022
%
14.7
0.7
19.8
–
64.8
–
–
–
100.0
–
–
1) Payout is made in three equal instalments in the 2024, 2025 and 2026 financial years.
2) Payout is made in three equal instalments in the 2023, 2024 and 2025 financial years.
3) The pension expense includes retirement benefits and a risk-based part for disability or death.
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Executive Board
Management report
and Supervisory Board
Consolidated financial
statements and notes
Further information
Remuneration awarded and due to former Executive Board members
The close of the 2023 financial year marked the end of the performance pe-
riod for the PSP Tranche 2019. For former Executive Board members, the PSP
Tranche 2019 is paid out as a lump sum in the year following the perfor-
mance period.
The following table provides an overview of the main elements of the PSP
Tranche 2019:
PSP Tranche 2019
Former Executive Board members
Andreas Preuss
Hauke Stars
1) Plus dividends paid per share of €15.40 during the performance period
Target amount
€ thous.
Share price
at grant
€
Number of
Performance
Shares granted
Overall target
achievement
%
Final number of
Performance
Shares
Closing price1
€
Payout amount
€ thous.
701.4
516.7
108.36
108.36
6,473
4,769
162.69
162.69
10,531
7,759
180.86
180.86
2,066.8
1,522.8
Further information on the performance criteria and the target achievement for
the PSP Tranche 2019 can be found in the section “Overall target achieve-
ment and payout from the PSP Tranche 2019”.
Ms Stars was not granted or owed any remuneration in 2023 apart from the
PSP Tranche 2019. Her remuneration therefore consists entirely of perfor-
mance-based remuneration.
In addition, Mr Preuss received pension payments in the amount of
€445.2 thousand. Thus, 17.7 per cent of the remuneration awarded and due
to him consists of non-performance-based remuneration components and
82.3 per cent of performance-based remuneration components.
An additional €2,743.2 thousand was paid in pension payments in the 2023
financial year to thirteen former Executive Board members who departed from
the Executive Board before 2014.
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Executive Board
Management report
and Supervisory Board
Consolidated financial
statements and notes
Further information
Supervisory Board remuneration in 2023
Remuneration system for the Supervisory Board
The remuneration system for the Supervisory Board of Deutsche Börse AG was
adopted at the Annual General Meeting 2022 by a majority of 99.90 per cent
and took effect on 30 May 2022. The current system is only slightly different
to the previous system of remuneration of Supervisory Board members which
was applied from 1 May 2020. In the current remuneration system the attend-
ance fee is also paid for virtual attendance and is paid for each meeting day.
The remuneration system for the Supervisory Board consists of a fixed remu-
neration plus an attendance fee. This is in line with the recommendation G.18
sentence 1 GCGC as amended on 28 April 2022. The structure of Supervisory
Board remuneration, providing for fixed remuneration only, strengthens the
Board’s independence and provides for a counterbalance to the structure of Ex-
ecutive Board remuneration, which is mainly variable and aligned with
Deutsche Börse Group’s growth strategy. Supervisory Board remuneration
therefore contributes to the implementation of the business strategy, and thus
promotes Deutsche Börse Group's long-term development.
The members of the Supervisory Board receive fixed annual remuneration of
€85 thousand. In accordance with recommendation G.17 GCGC, remunera-
tion is increased for the Chair of the Supervisory Board and the Deputy Chair,
as well as for chairs and members of committees. Remuneration of the Chair
is €220 thousand. Remuneration of the Deputy Chair is €125 thousand.
Members of Supervisory Board committees receive additional fixed annual re-
muneration of €30 thousand for each committee position they hold. The remu-
neration for members of the Audit Committee is €35 thousand. Remuneration
of committee chairs is €40 thousand and for the Chair of the Audit Committee
€75 thousand. If a Supervisory Board member sits on more than one
Supervisory Board committee, only work on two of the committees is remuner-
ated. Remuneration is then paid for work on the two committees with the
highest remuneration. Supervisory Board members who only hold office for
part of the financial year receive one-twelfth of the fixed annual remuneration
and, if applicable, of the remuneration payable for their membership of com-
mittees, for each month or part-month in which they are members. The remu-
neration for any financial year is due and payable as a one-off payment after
the Annual General Meeting that accepts the consolidated financial statements
for the relevant financial year or decides on their approval.
Members of the Supervisory Board or a Supervisory Board committee receive
an attendance fee of €1 thousand for each Board or committee meeting that
they attend. Where two or more meetings are held on the same day, the at-
tendance fee is only paid once.
The members of the Supervisory Board are included in a directors & officers
(D&O) insurance policy maintained by the company at an appropriate level in
the interests of the company.
After preparation by the Nomination Committee, the Supervisory Board exam-
ines on a regular basis whether its members’ remuneration is appropriate,
given their tasks and the situation of the company. It carries out a horizontal
market comparison for this purpose. The Supervisory Board may seek the ad-
vice of an independent external expert. Given the particular nature of the Su-
pervisory Board’s work, the review of Supervisory Board remuneration does not
generally include a vertical comparison with the remuneration of employees of
Deutsche Börse AG or Deutsche Börse Group.
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Executive Board
Management report
and Supervisory Board
Consolidated financial
statements and notes
Further information
Depending on the result of the comparative analysis and the Supervisory
Board’s assessment of this result, the Supervisory Board may, jointly with the
Executive Board, submit a proposal to the Annual General Meeting for adjust-
ments to Supervisory Board remuneration. Whether it does or not, the Annual
General Meeting votes not less than every four years on the Supervisory Board
remuneration, including the underlying remuneration system, in accordance
with section 113 (3) AktG. A resolution may also be passed confirming the
current remuneration.
Remuneration of Supervisory Board members
Remuneration awarded and due to Supervisory Board members is as follows:
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Executive Board
Management report
and Supervisory Board
Consolidated financial
statements and notes
Further information
Remuneration awarded and due to the Supervisory Board pursuant to section 162 AktG
Fixed annual remuneration
Committee remuneration
Attendance fee
Total remuneration
2023
€ thous.
2023
%
2022
€ thous.
2023
€ thous.
2023
%
2022
€ thous.
2023
€ thous.
2023
%
2022
€ thous.
2023
€ thous.
2022
€ thous.
Martin Jetter (Chairman)
Markus Beck (Deputy Chairman)
Katrin Behrens1
Nadine Brandl
Karl-Heinz Flöther2
Andreas Gottschling
Anja Greenwood
Oliver Greie3
Shannon A. Johnston4
Susann Just-Marx
Achim Karle
Barbara Lambert
Michael Rüdiger
Peter Sack
Charles G. T. Stonehill
Clara-Christina Streit
Chong Lee Tan
Daniel Vollstedt
Total
220.0
125.0
0.0
85.0
0.0
85.0
85.0
85.0
85.0
85.0
85.0
85.0
85.0
85.0
85.0
85.0
85.0
85.0
68.8
60.7
–
65.4
–
48.0
52.5
63.9
62.5
51.2
51.5
41.2
50.3
54.1
54.1
65.4
68.0
54.1
220.0
125.0
28.3
85.0
35.4
85.0
85.0
63.8
56.7
85.0
85.0
85.0
85.0
85.0
85.0
85.0
85.0
85.0
80.0
60.0
0.0
30.0
0.0
75.0
60.0
35.0
40.0
65.0
65.0
105.0
65.0
60.0
60.0
30.0
30.0
60.0
1,535.0
56.9
1,549.2
920.0
25.0
29.1
–
23.1
–
42.4
37.0
26.3
29.4
39.2
39.4
51.0
38.5
38.2
38.2
23.1
24.0
38.2
34.1
80.0
55.0
11.7
30.0
16.7
75.0
60.0
23.3
26.6
65.0
65.0
105.0
65.0
60.0
60.0
30.0
30.0
60.0
20.0
21.0
0.0
15.0
0.0
17.0
17.0
13.0
11.0
16.0
15.0
16.0
19.0
12.0
12.0
15.0
10.0
12.0
918.3
241.0
6.2
10.2
–
11.5
–
9.6
10.5
9.8
8.1
9.6
9.1
7.8
11.2
7.7
7.7
11.5
8.0
7.7
9.0
1) Member of the Supervisory Board until 28 April 2022
2) Member of the Supervisory Board until 18 May 2022
3) Member of the Supervisory Board from 19 May 2021 to 17 November 2021 and since 29 April 2022
4) Member of the Supervisory Board since 18 May 2022
15.0
14.0
0.0
6.0
1.0
320.0
206.0
0.0
315.0
194.0
40.0
130.0
121.0
0.0
12.0
177.0
9.0
6.0
6.0
9.0
12.0
11.0
14.0
8.0
8.0
6.0
7.0
9.0
162.0
133.0
136.0
166.0
165.0
206.0
169.0
157.0
157.0
130.0
125.0
157.0
53.1
172.0
154.0
93.1
89.3
159.0
162.0
201.0
164.0
153.0
153.0
121.0
122.0
154.0
153.0
2,696.0
2,620.5
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Executive Board
Management report
and Supervisory Board
Consolidated financial
statements and notes
Further information
Comparison of changes in the remuneration of Executive Board members,
Supervisory Board members as well as the remaining workforce, and in company earnings
In accordance with section 162 (1) sentence 2 no. 2 AktG, the following table
shows changes in the remuneration of Executive Board members, Supervisory
Board members and the remaining workforce, as well as in company earnings.
Comperative presentation (part 1)
Executive Board members
Theodor Weimer
Christoph Böhm
Thomas Book
Heike Eckert (since 1 July 2020)
Stephan Leithner
Gregor Pottmeyer
Average
Former Executive Board members
Andreas Preuss (until 31 October 2018)
Hauke Stars (until 30 June 2020)
1) Payout of the Performance Shares Tranche 2019 is made in three equal instalments in the 2024, 2025 and 2026 financial years.
2) Payout of the Performance Shares Tranche 2018 is made in three equal instalments in the 2023, 2024 and 2025 financial years.
2023
€ thous.
2022
€ thous.
Change
2023/2022
%
Change
2022/2021
%
Change
2021/2020
%
9,917.21
10,783.92
4,469.91
3,019.92
4,131.71
3,502.22
2,586.8
2,449.7
4,585.01
3,831.92
4,500.71
4,892.12
5,031.9
4,746.6
– 8.0
48.0
18.0
5.6
19.7
– 8.0
6.0
121.8
33.6
66.2
16.3
61.9
9.0
56.6
1.3
11.0
3.3
124.7
7.2
– 0.3
0.9
2,512.0
1,522.8
3,224.8
2,033.6
– 22.1
– 25.1
1.8
1.1
– 3.6
– 33.4
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Executive Board
Management report
and Supervisory Board
Consolidated financial
statements and notes
Further information
Comperative presentation (part 2)
Supervisory Board members active in 2023
Martin Jetter (Chairman since 19 May 2020)
Markus Beck (Deputy Chairman since 8 December 2021)
Nadine Brandl
Andreas Gottschling (since 1 July 2020)
Anja Greenwood (since 17 November 2021)
Oliver Greie (from 19 May 2021 until 17 November 2021; since 29 April 2022)
Shannon A. Johnston (since 18 May 2022)
Susann Just-Marx
Achim Karle
Barbara Lambert
Michael Rüdiger (since 19 May 2020)
Peter Sack (since 17 November 2021)
Charles G. T. Stonehill
Clara-Christina Streit
Chong Lee Tan (since 19 May 2021)
Daniel Vollstedt (since 17 November 2021)
Average
Employees
Entire workforce
Development of earnings
Net revenue of Deutsche Börse Group €m
EBITDA of Deutsche Börse Group €m
Cash EPS of Deutsche Börse Group €
Net income of Deutsche Börse AG pursuant to HGB €m
1) The average value takes into account only full-year committee members.
2023
€ thous.
2022
€ thous.
Change
2023/2022
%
Change
2022/2021
%
Change
2021/2020
%
320.0
206.0
130.0
177.0
162.0
133.0
136.0
166.0
165.0
206.0
169.0
157.0
157.0
130.0
125.0
157.0
168.5
315.0
194.0
121.0
172.0
154.0
93.1
89.3
159.0
162.0
201.0
164.0
153.0
153.0
121.0
122.0
154.0
167.51
1.6
6.2
7.4
2.9
5.2
42.9
52.3
4.4
1.9
2.5
3.0
2.6
2.6
7.4
2.5
1.9
0.6
1.0
17.3
1.2
4.2
702.1
24.1
–
8.6
5.6
3.6
5.1
657.4
3.4
1.3
53.1
662.4
2.0
20.5
6.0
– 0.3
101.2
–
–
–
1.7
4.4
4.9
48.6
–
12.1
5.8
–
–
6.1
121.8
120.0
1.5
7.0
– 0.4
5,076.6
2,944.3
9.98
2,118.4
4,337.6
2,525.6
8.61
880.5
17.0
16.6
15.9
140.6
23.6
23.6
23.4
– 6.7
9.2
9.3
15.0
– 18.8
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Executive Board
Management report
and Supervisory Board
Consolidated financial
statements and notes
Further information
Regardless of this, the intention is to present a remuneration system for the
Supervisory Board with adjustments for approval at the Annual General Meet-
ing 2024. The intention is to adjust the amount of remuneration in line with
the function, in order to guarantee that the Supervisory Board remuneration re-
mains competitive in future. In addition, this will reflect both the continuous
expansion of Deutsche Börse Group’s business activities in terms of their struc-
ture, volume and international scope, and the complexity of the legal and regu-
latory requirements and the demands on the Supervisory Board members and
the increased liability risk that results.
Detailed information about the adjustments to the Supervisory Board remuner-
ation can be found in the invitation to the Annual General Meeting 2024.
The presentation of average employee remuneration and its development refers
to all members of the joint operation Frankfurt. The joint operation Frankfurt
consists of Deutsche Börse AG and the following entities: Eurex Frankfurt AG,
Eurex Clearing AG, Eurex Repo GmbH, Deutsche Börse Digital Exchange
GmbH, Clearstream Holding AG and Clearstream Banking AG. As for Executive
Board and Supervisory Board remuneration, the average remuneration for the
entire workforce is total remuneration (including any bonuses and other fringe
benefits).
Look ahead to 2024 from a remuneration perspective
As the remuneration system for the Executive Board of Deutsche Börse AG and
the Remuneration Report 2022 were approved by a large majority of share-
holders, no changes to the remuneration system are currently planned. On the
contrary, the Supervisory Board of Deutsche Börse AG sees these votes as a
clear recommendation to maintain the current remuneration unchanged and to
apply it again in the 2024 financial year. This applies particularly to the un-
derlying performance criteria and the target achievement curves.
In view of the scheduled approval of the remuneration system for the Executive
Board by the Annual General Meeting in 2025, the Supervisory Board, advised
by its Nomination Committee, will review the current remuneration system in
the 2024 financial year and notify significant shareholders of the results of the
review and planned adjustments.
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Executive and Supervisory Board
Combined management report
Consolidated financial statements/notes
Remuneration report
Remuneration report
Auditor’s Report
Further information
Auditor’s Report
To Deutsche Börse Aktiengesellschaft, Frankfurt am Main
We have audited the remuneration report prepared in accordance with section
162 AktG of Deutsche Börse Aktiengesellschaft, Frankfurt am Main, for the
financial year from 1 January to 31 December 2023, including the related
disclosures.
Responsibility of the legal representatives
and the Supervisory Board
The legal representatives and the Supervisory Board of Deutsche Börse
Aktiengesellschaft are responsible for the preparation of the remuneration
report, including the related disclosures, in accordance with the requirements
of section 162 AktG. The executive directors and the Supervisory Board are
also responsible for such internal control as they have determined necessary
to enable the preparation of a remuneration report that is free from material
misstatement, whether due to fraud or error.
Responsibility of the auditor
financial statements promulgated by the Institut der Wirtschaftsprüfer (IDW).
Those standards require that we comply with ethical requirements and plan
and perform the audit to obtain reasonable assurance about whether the
remuneration report, including the related disclosures, is free from material
misstatement.
An audit involves performing procedures to obtain audit evidence about the
amounts and disclosures in the remuneration report. The procedures selected
depend on the auditor’s judgement, including the assessment of the risks of
material misstatement of the remuneration report, whether due to fraud or
error. This includes the assessment of the risks of material misstatement of
the remuneration report, whether due to fraud or error, including the related
disclosures. In making those risk assessments, the auditor considers the
internal control system relevant to the entity’s preparation of the remuneration
report and related disclosures. The objective is to plan and perform audit
procedures that are appropriate in the circumstances, but not to express an
opinion on the effectiveness of the company’s internal control system. An
audit also includes assessing the accounting principles used and the
reasonableness of accounting estimates made by management and the
Supervisory Board, as well as evaluating the overall presentation of the
remuneration report, including the related disclosures.
Our responsibility is to express an opinion on this remuneration report,
including the related disclosures, based on our audit. We conducted our audit
in accordance with German generally accepted standards for the audit of
We believe that the audit evidence we have obtained is sufficient and
appropriate to provide a basis for our audit opinion.
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Combined management report
Consolidated financial statements/notes
Remuneration report
Remuneration report
Auditor’s Report
Further information
Audit judgement
Restriction of use
In our opinion, based on the findings of our audit, the remuneration report for
the financial year from 1 January to 31 December 2023, including the
related disclosures, complies in all material respects with the accounting
provisions pursuant to Section 162 AktG.
Reference to another matter – Formal audit of
the remuneration report in accordance with
section 162 AktG
The substantive audit of the remuneration report described in this auditor’s
report includes the formal audit of the remuneration report required by § 162
Abs. 3 AktG, including the issue of an auditor’s report on this audit. Since we
express an unqualified opinion on the content of the remuneration report, this
opinion includes that the disclosures pursuant to Section 162 (1) and (2)
AktG have been made in all material respects in the remuneration report.
We issue this auditor’s report on the basis of the audit agreement with
Deutsche Börse Aktiengesellschaft concluded with Deutsche Börse
Aktiengesellschaft. The audit was performed for the purposes of the Company
and the audit opinion is solely intended to inform the Company about the
results of the audit. Our responsibility for the audit and for our audit opinion
is solely to the Company in accordance with this engagement. The audit
opinion is not intended for third parties to make (investment and/or asset)
decisions based on it. Accordingly, we do not assume any responsibility, duty
of care or liability towards third parties; in particular, no third parties are
included in the scope of protection of this contract. § Section 334 of the
German Civil Code (BGB), according to which defences arising from a
contract can also be asserted against third parties, is not waived.
Frankfurt am Main, 8 March 2024
PricewaterhouseCoopers GmbH
Wirtschaftsprüfungsgesellschaft
Marc Billeb
Certified Public Auditor
Dr Michael Rönnberg
Certified Public Auditor
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Deutsche Börse Group – Annual report 2023
Executive and Supervisory Board
Combined management report
Consolidated financial statements/notes
Remuneration report
Further information
Acknowledgements /Contact /
Registered trademarks
Financial calendar
Acknowledgements
Contact
Investor Relations
E-Mail
Phone +49 69 21111670
www.deutsche-boerse.com/ir _ e
ir@deutsche-boerse.com
Group ESG Strategy
E-Mail group-sustainability@deutsche-boerse.com
www.deutsche-boerse.com/dbg-en/responsibility/sustainability
Financial Accounting & Controlling
E-Mail corporate.report@deutsche-boerse.com
Registered trademarks
www.deutsche-boerse.com/dbg-en/meta/disclaimer
Published by
Deutsche Börse AG
60485 Frankfurt am Main
Germany
www.deutsche-boerse.com
Concept and layout
Deutsche Börse AG, Frankfurt am Main
Kirchhoff Consult AG, Hamburg
Cover
Deutsche Börse AG, Frankfurt am Main
Publication date
15 March 2024
The German version of this report is legally binding. The company cannot be
held responsible for any misunder-standing or misinterpretation arising from
this translation.
Reproduction – in total or in part – only with the written permission of the
publisher We would like to thank all colleagues and service providers who
participated in the compilation of this report for their friendly support.
Publications service
The annual report 2023 is both available in German and English.
The annual report 2023 of Deutsche Börse Group is available as pdf on the
internet: www.deutsche-boerse.com/annual _ report
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Deutsche Börse Group – Annual report 2023
Financial calendar 2024
23 April 2024
Publication quarterly statement Q1/2024
14 May 2024
Annual General Meeting
24 July 2024
Publication half-yearly financial report 2024
22 October 2024
Publication quarterly statement Q3/2024
Deutsche Börse AG
60485 Frankfurt am Main
www.deutsche-boerse.com
Executive and Supervisory Board
Combined management report
Consolidated financial statements/notes
Remuneration report
Further information
Acknowledgements /Contact /
Registered trademarks
Financial calendar
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