EFTA01343857

Deutsche Bank Among other things, the Chairperson must: • ensure that decisions are taken on a well-informed and sound basis; • encourage critical discussion and welcome dissenting views (constructive challenge); • take steps to foster a culture where Members and guests are encouraged to raise concerns without fear of reprisal; and • ensure compliance with these ToR and relevant policies. 7. Review of Terms of Reference The ToR and the composition of the Committee are reviewed by the Chairperson together with the Secretary on an annual basis or if required due to current developments and amended where necessary in accordance with section 2.7. All changes to the ToR shall be addressed to Global Governance at the earliest opportunity. All changes to the scope and responsibilities and the composition of the Committee require approval of the Delegating Person. Changes to decision-making procedures (see section 4) shall only be made by 75% of the votes of all Voting Members or require approval of the Delegating Person. Other changes to the ToR can be made by the Chairperson in accordance with the provisions of these ToR. For internal use only Page 10 of 17 version 4 I CONFIDENTIAL - PURSUANT TO FED. R. CRI M. P. 6(e) DB-SDNY-0028792 CONFIDENTIAL SDNY_GM_00174976 EFTA01343857