Interim management report •

Quarterly report 2009 Good result achieved – complus launched – opportunities utilised through ebase acquisition WorldReginfo - 4b00285f-e41f-46c9-931b-12735ffa0027 3 > Key figures of the comdirect group

1st quarter 2009 2008 Change in % Customer figures as of 31.3. Total customers 1,368,215 1,072,847 27.5 Customers in the comdirect online business line 1,361,285 1,068,066 27.5 Customers in the comdirect offline business line 48,969 35,892 36.4 comdirect online business line Placed orders 2,247,870 2,976,116 – 24.5 Executed orders 1,747,299 2,426,680 – 28.0 Average order activity per custody account (annualised) 10.0 14.9 – 33.1 Share of fund transactions in executed orders in % 29.7 32.9 – Order volume per executed order in € 4,181 4,643 – 10.0 Total assets under custody as of 31.3. in € million 18,606 19,600 – 5.1 of which: portfolio volume (excluding funds) in € million 5,933 7,618 – 22.1 of which: funds volume in € million 3,093 3,517 – 12.1 of which: deposit volume in € million 9,580 8,464 13.2 Credit volume as of 31.3. in € million 171 207 – 17.4 Number of custody accounts as of 31.3. 704,216 655,825 7.4 Number of securities savings plans as of 31.3. 117,075 151,157 – 22.5 Number of current accounts as of 31.3. 460,824 354,989 29.8 Number of Tagesgeld PLUS (“call money plus”) accounts as of 31.3. 852,630 498,445 71.1 comdirect offline business line Advisers as of 31.3. 183 202 – 9.4 Offices as of 31.3. 32 28 14.3 Commission income in € thousand 3,082 6,303 – 51.1

Earnings ratios Net commission income in € thousand 25,917 36,324 – 28.7 Net interest income before provisions in € thousand 32,519 41,530 – 21.7 Administrative expenses in € thousand 44,863 50,040 – 10.3 Pre-tax profit in € thousand 15,690 27,491 – 42.9 Net profit in € thousand 11,259 20,407 – 44.8 Earnings per share in € 0.08 0.14 – 43.1

Balance sheet key figures as of 31.3. Balance sheet total in € million 10,123 9,033 12.1 Equity in € million 476 493 – 3.4 Equity ratio1) in % 4.9 5.6 –

Regulatory indicators under Basel II2) as of 31.3. Risk weighted assets3) in € million 543 539 0.7 Eligible amount for operational risks in € million 18 18 0.0 Own funds4) in € million 357 390 – 8.5 Own funds ratio5) in % 46.8 51.5 –

Relative ratios Return on equity before tax (annualised) 6) in % 12.8 22.2 – Cost/income ratio in % 73.5 64.4 – Earnings per customer (annualised) in € 178.3 299.1 – 40.4

Employees’ figures as of 31.3. Employees 915 837 9.3 of which: in the comdirect online business line 847 785 7.9 of which: in the comdirect offline business line 68 52 30.8 Employees full-time basis 819.3 737.3 11.1

1) Equity ratio = Equity (excluding revaluation reserves) / balance sheet total 2) These figures are calculated on the basis of internal calculations; publication is voluntary and the figures are not reported to the Supervisory Authority based on national implementation conversion 3) Risk weighted assets in accordance with Section 10c of the German Banking Act (KWG) (intragroup receivables are zero weighted) 4) Own funds currently correspond to core capital at comdirect bank AG 5) Own funds ratio = own funds / (risk weighted assets + 12.5 x eligible amounts for operational risks) 6) Return on equity = pre-tax profit / average equity (excluding revaluation reserve) in the reporting period WorldReginfo - 4b00285f-e41f-46c9-931b-12735ffa0027 Foreword •

> Foreword

Dear shareholders, comdirect bank has made a good as well as a promising start to 2009. We have secured our growth and profitability in a difficult market environment. With our complus programme, launched in February, the foundation is being laid for the long-term sustainability of the bank. The agreed acquisition of European Bank for Fund Services GmbH (ebase) provides an additional boost to growth and development: we are increasing the number of customers and assets under custody by more than 50% and gaining broad market access as well as valuable specialist expertise in business with institutional partners. Through these partners, we are addressing new customer groups and expanding our leading position in German online securities business.

We can be satisfied with the quarterly pre-tax profit of €15.7m, achieved despite largely restrained stock market trading and steep falls in market interest rates. As expected, we have not matched the record value of the previous year, however the good result shows just how quickly comdirect bank is able to respond to particular challenges in the market. The bank has offset the lower net interest and net commission income compared to the previous quarter through strict cost discipline.

Just as pleasing is the fact that although we have slowed the pace of our marketing activities, comdirect bank has remained on its growth course. The number of customers increased by 18,918, the number of current accounts rose by as many as 35,675, and even investment accounts recor­ ded significant growth despite the notable adjustment in interest rates. The fact that portfolio, fund and deposit volumes declined at the same time is understandable in light of developments in interest rates and the capital market, and does not change the positive overall statement: par- ticularly in the financial market and banking crisis, customers trust the comdirect brand and are making more active use of its products than before.

Michael Mandel High levels of customer satisfaction and brand power are key factors in a CEO of comdirect bank direct banking market, which is moving more than ever. Traditional bank models are being scrutinised; customers are looking for clear product and service advantages, transparent offerings and fair advice. Through our new complus pro- gramme, we are certain to benefit from this development.

We launched the programme in the first quarter and set to work immediately on achieving the first milestone: the launch of the new current account with satis- faction guarantee. This account is fee-free, regardless of the amount paid in per month, and also offers attractive bonuses. As a thank-you for actively using the account, there is a €50 bonus three months after the account is opened. If, contrary to expectations, we are unable to convince the customer of the services and qual- ity we offer and the account is cancelled after 12 months, the customer receives a further €50. This is our satisfaction guarantee, under the catchy slogan “€50 if you like us. €100 if you don’t”. WorldReginfo - 4b00285f-e41f-46c9-931b-12735ffa0027 1 The new current account clearly highlights one of the four key elements of complus: we aim to attract customers willing to switch from other banks with an attractive and clear range of products and services, which is unique in the market and suit- able for broad target groups. The other key elements comprise direct and individual contact with special customer groups, a modern and effective banking platform as well as independent and transparent advisory models. And because much is already in development, we will be addressing the next milestones at a fast pace in the coming quarters.

Through our financial strength, we are in a position to utilise specific opportunities in the market in addition to organic growth and to expand our business carrying out attractive acquisitions. With the agreed acquisition of ebase, comdirect will in future be both the first choice for modern investors and a leading direct “With the agreed bank for institutional customers. Including ebase and excluding group customers, acquisition of ebase, assets under custody will increase to around €30bn and the number of customers to over 2 million. comdirect will in future be both the From this considerably broader base, we now aim to achieve further growth with two strong brands and pooled competence in private and institutional business. first choice direct ebase is able to offer its customers the complete range of products provided by comdirect bank and comdirect bank is reaching new demanding target groups bank for modern through ebase’s institutional partners. As a result, we are gaining expertise, for investors and a example in occupational pensions, and decisively expanding our direct banking platform. leading direct bank for institutional The bank’s priority remains organic growth through the complus programme. Our ambitious target is unchanged; in our direct banking business we intend to increase customers.” the number of customers by 1 million within five years and to double assets under custody to more than €40bn. Furthermore, we naturally aim to chart a proactive course in the ongoing challenging environment and to secure the bank’s profi­ tability against the backdrop of the changed framework conditions. In addition to expanding our business model through complus, this means timely product optimi- sations as well as sustained cost efficiency.

With the two brands comdirect and ebase, the bank is making very good progress and is on a promising course for customers and shareholders.

Sincerely yours,

Michael Mandel CEO WorldReginfo - 4b00285f-e41f-46c9-931b-12735ffa0027 2 Interim management report •

> Interim management report as of 31 March 2009

> Value-driven strategy The tasks to be carried out immediately after the closing of the transaction are the amalgamation of comdirect bank’s existing institutional business with ebase and the start of In February 2009 we launched complus, our programme joint market cultivation. Together with ebase, comdirect is to enhance the bank’s long-term sustainability and perfor­ set to become the leading direct bank for asset managers mance. Through complus, we aim to achieve a further and financial intermediaries as well as investment and in- significant rise in the number of customers and assets under surance companies. custody over the next five years, and to directly translate the bank’s growth into increased profit by improving effi- ciency and exploiting economies of scale. complus is based on four key elements: > Market environment

Attractive and clear range of products and services: We Developments in the market environment were unfavoura- will make the already well-positioned products and ser­vices, ble for comdirect bank in the first quarter of 2009. Brokerage such as our current account, accessible to considerably more was adversely affected by the steep decline in stock market investors through optimisation and advances. trading and banking by falling money market interest rates. At the same time, the framework conditions for the bank’s Direct and individual customer contact: We are focusing Treasury activities worsened due to the renewed widening on contact with customer groups with particular growth and of credit spreads. earnings potential. After the sharp downswing in the global economy in the Modern and effective banking platform: By continually fourth quarter of 2008, the recession worsened in the first optimising our IT infrastructure and the processes we have three months of 2009. Some key indicators such as indus- implemented, particularly in Customer Services, we aim to trial order intake, consumer confidence and the global trad- make more extensive use of our direct banking platform ing volume hit historic lows. The crisis has already spilled and thereby achieve cost advantages. over into the international labour market and is expected to lead to a significant fall in employment. For the first time Independent and transparent advisory models: In the for 60 years, the International Monetary Fund is anticipating areas of investments and old-age provisioning, we aim to negative growth of between 0.5% and 1.0% for the global combine a comprehensive product range using the direct economy in 2009. banking platform with high quality, fair advisory services in line with the building finance model.

The acquisition of ebase agreed in April 2009 (see page 11) Number of orders on German stock exchanges (in million) fits superbly with complus. The profitable provider of profes- sional custody account services opens up additional growth and earnings opportunities for us through the pooling of competences and consistent pursuit of a dual brand strategy 15.2 in brokerage and banking. We are reaching new customer 14.0 21.6 groups and are therefore in a position to use our banking 20.1 platform even more efficiently. 9.5 10.9

64.0 59.6 43.5

Q4 08 Q1 08 Q1 09

XETRA Other stock exchanges

Frankfurt Source: Deutsche Börse AG WorldReginfo - 4b00285f-e41f-46c9-931b-12735ffa0027 3 Like the other countries in the eurozone, faces a > Business performance and earnings dramatic fall in economic output in the current year; the situation at comdirect bank forecasts at the moment range from around minus 4% to minus 7%, despite the countermeasures taken by the Ger- Overall assessment of business performance and man government in the form of consumer spending incen- earnings situation tives and investment programmes. After the final spurt in the market offensive in autumn 2008, the focus for comdirect bank in the first three months Further state support measures for the financial sector were of 2009 was to secure profitability in a very weak market required in the first quarter of 2009. At present, the purchase environment. In addition, we launched the first initiatives of toxic securities by government institutions as well as strict, under complus. centralised control of financial companies that are relevant to the financial system are being discussed. As a result of the changes in interest rates, we successfully centred our product marketing on our current account and In the first few months of 2009, the central banks again notably reduced our marketing expenses at the same time. intervened extensively in the money markets and made This and other cost-saving measures offset the market-rela­ liquidity available. There were also further cuts in key ted decline in net interest and net commission income com- lending rates. The European Central Bank lowered the key pared to the previous quarter. In the current market environ- lending rate for the eurozone by 50 basis points to 2% in ment, our pre-tax profit of €15.7m is considered good. January, followed by further cuts in March and April to the present level of 1.25%. Customers Slower growth in the number of customers during the report- In the wake of these measures, the interest rate environ- ing period was also a result of our conscious restraint in mar- ment for our deposit business changed considerably within keting. The total number of customers at the bank increased the space of a few weeks. Three-month EURIBOR has virtual- in the first quarter by 18,918 to 1.37 million (end 2008: ly halved, dropping from 2.89% at the end of 2008 to 1.51% 1.35 million). It is notable that the growth rate for some in- on 31 March 2009. As a result of the cut in interest rates dividual products was considerably higher, partly as a result at the short end, the yield curve for fixed-income securities of attractive product combinations. Consequently, comdirect is steepening again. The credit spreads for bank bonds rose customers are using a broader range of the bank’s products once more in the first quarter, adversely impacting valuations and services. for these securities.

In the comdirect online business line there were 1,361,285 Following a weak 2008, prices in the equity markets fell customers as of 31 March 2009 (end 2008: 1,342,690 cus- again across the board. The DAX dropped 15.1% in the first tomers). The number of customers in the comdirect offline quarter to 4,084.76 points. Trading activity was consider- ably affected by this environment. The spot market saw 63.9 million orders, a decline of 31.8% year-on-year. For derivative investment and leveraged products, the volume of customer orders executed on the Stuttgart (EUWAX) and Customers of comdirect bank Frankfurt (Scoach) trading segments was significantly lower (in thousand) than the average for the previous quarters. Retail invest- ment funds recorded net fund inflows of € 5.3bn in January 1,349.3 1,368.2 and February 2009.

1,072.8

31.12.2008 31.3.2008 31.3.2009 WorldReginfo - 4b00285f-e41f-46c9-931b-12735ffa0027 4 Interim management report • business line increased during the quarter from 46,585 to Net interest income 48,969. Of these, 85.8% were also active in the online busi- Net interest income before provisions stood at €32.5m ness line. in the first quarter of 2009, down 21.7% on the previous year’s figure (€41.5m). This development was mainly due To address customers on an even more targeted basis to the drastic drop in money market interest rates. Conse- through complus, we started a new cooperation with a sec- quently, comdirect was only able to achieve considerably ond dialogue agency. The survey published at the end of lower margins in its deposit business. The volume effect March 2009, the third already from comdirect bank that re- resulting from higher customer deposits compared to the searches customer motives, was conducted this time in co- first quarter of 2008 therefore had barely any impact. operation with opinion research institute Forsa and looked at the attitudes of Germans to money and how they are At €– 0.5m (previous year: €– 0.1m), provisions for possible handling the financial market crisis as well as their financial loan losses were again at a very low level. After provisions, knowledge. comdirect bank achieved net interest income of €32.0m (previous year: €41.4m). The deposit business therefore Earnings situation again made the greatest contribution to overall earnings. comdirect bank closed the first quarter of 2009 with pre-tax profit of €15.7m (previous year: €27.5m). The fall of 42.9% Net commission income is primarily due to the reduction in net commission income Net commission income totalled €25.9m in the period un- which reflects the very restrained order activity. Net inter- der review and was down 28.7% on the previous year’s est income before provisions was affected by the adverse figure (€36.3m), mainly due to restrained order activity in development in the interest margin. The losses were offset the securities markets. Investors held back in funds busi- in part by strict cost discipline, with savings in marketing ness in particular. Net commission income from payment in particular playing an important part. Overall, earnings transactions and the placement of insurance products had a totalled €61.0m (previous year: €77.6m) and administra- slightly stabilising effect overall. tive expenses €44.9m (previous year: €50.0m). This pushed up the cost/income ratio to 73.5% (previous year: 64.4%). Other earnings components The annualised return on equity fell from 22.2% in the first The result from hedge accounting in the previous year re- quarter of 2008 to 12.8% in the reporting period. The net sulted from the fair value measurement of individual bonds profit for the period of €11.3m produces earnings per share in the Treasury portfolio as well as interest rate swaps used of €0.08 (previous year: €0.14). to hedge against losses in value on these bonds. There were no hedges in the reporting period.

Consolidated profit before and after tax Net commission income and net interest (in € million) income (in € million)

27.5

20.4 38.2 41.5 16.9 15.7 12.8 32.5 11.3

41.5 36.3 25.9

Q4 08 Q1 08 Q1 09 Q4 08 Q1 08 Q1 09

before tax Net commission income after tax Net interest income before provisions WorldReginfo - 4b00285f-e41f-46c9-931b-12735ffa0027 5 The trading result of €0.7m (previous year: €1.0m) is pro- Personnel expenses totalled €10.8m. The increase of 7.4% duced from the fair value measurement of interest rate compared to the figure for the previous year is attributable swaps used to manage the interest rate book of deposit to the rise in the number of employees (see page 11). positions. As of 31 March 2009, the nominal volume of these financial derivatives amounted to €300m (end 2008: At €31.5m, other administrative expenses were 16.1% €300m). lower than the previous year’s figure of €37.5m. The de- cline is a result of lower marketing expenses, reflecting our The result from financial investments of €– 1.6m (previous conscious restraint in the current market environment. The year: €– 3.1m) is primarily attributable to valuation adjust- reduction is even clearer compared to the fourth quarter of ments which had to be carried out in relation to individual 2008 (€40.4m), which was marked by an intensified market positions in special funds. offensive for our current account.

Other market price-related impairments of our Treasury po- At €2.5m, depreciation was virtually on a par with the level sitions were recognised in the revaluation reserve with an in the previous year (€2.4m). income-neutral effect. The increase here to €– 21.1m (end 2008: €– 9.8m) reflects the renewed widening of credit spreads in the first quarter of 2009 which impacted adversely > comdirect online business line on the valuations of financial investments. Together with net income, this produces balanced comprehensive income for Business development in brokerage comdirect bank in the first quarter of 2009 (previous year: In the brokerage field of competence, comdirect bank ope­ €14.8m). rated in a very difficult stock market environment, dominated by restrained order activity. As a result of pull-forward effects The other operating result increased from €2.0m in the in the fourth quarter of 2008 – ahead of the introduction of first quarter of 2008 to €3.5m, primarily as a result of the the final withholding tax – funds business in particular was reversal of individual provisions and accruals. The item also characterised by a reduction in volume. includes income from administrative services carried out by comdirect bank AG for Commerz Service Gesellschaft für Product offensive in brokerage Kundenbetreuung mbH. We have carried out a series of attractive campaigns for se- curities traders as part of which equities, funds and certifi- Administrative expenses cates could be traded at considerably reduced fees, and in We recorded a 10.3% reduction in administrative expens- some cases with no fees at all. These included a flat-fee cam- es to €44.9m in the first quarter of 2009 (previous year: paign for DAX stocks in cooperation with the Munich stock €50.0m). The main reason for this was the development in exchange. The certificate trends offering also triggered a large other administrative expenses. number of trades.

Administrative expenses (in € million)

2.3 2.4 2.5

40.4 37.5 31.5

11.5 10.1 10.8

Q4 08 Q1 08 Q1 09

Personnel expenses Depreciation Other administrative expenses WorldReginfo - 4b00285f-e41f-46c9-931b-12735ffa0027 6 Interim management report •

For securities savers and fund investors, on 20 March 2009 Securities turnover were down by 35.2% at €7.30bn com- we presented six new funds with potential which, despite pared with the first quarter of 2008 (€11.27bn) because of above-average performances, are not yet very well known. the fall in prices and the number of trades. The volume per For a period of six weeks, these funds are available with executed order consequently fell from €4,643 to €4,181. an additional price advantage. We have continued our suc- cessful fund of the month format with attractive offers. The As of the reporting date, our customers’ portfolio holdings selection of 20 funds in the FondsDiamanten offering was totalled €9.03bn (previous year: €11.14bn). Of this, the port- updated on a rotational basis; investors now also have ac- folio volume (excluding funds) accounted for €5.93bn (pre- cess to a completely revised fund selection in our fest & vious year: €7.62bn) and funds for €3.09bn (previous year: fonds offering. €3.52bn). The decline is due to falling prices in the first quar- ter. It is notable that the negative impact from this was coun- Following on from the major success in the previous year, tered by moderate net fund inflows. As of 31 March 2009, the since mid-April 2009 comdirect has again been running a portfolio and funds volume was attributable to 704,216 (end custody account transfer campaign for fund investors. Up 2008: 697,806) custody accounts. The number of securities until the end of May 2009, these investors can secure them- savings plans stabilised at 117,075 (end 2008: 118,128). selves a bonus of 1% of the fund volume to be transferred up to a maximum of €500. We also bear the costs of trans- Business development in banking ferring the custody account. In the banking field of competence, the deposit volume de- clined as it had in the fourth quarter of 2008. The main rea- Product development focused on preparations for the new son for this is the change in interest rates, which is making AktivSparpläne savings plans to be launched at the end of call money accounts, fixed-term accounts and time deposit April 2009 (see page 11). At comdirect, investors have been accounts less attractive. The present low interest rate level able to buy all ETF funds from global market leader iShares prompted our customers to use some of the funds invested via XETRA without order commission since 14 April 2009. in such accounts for securities investments. Thanks to focused marketing and an attractive starting credit balance of €75, we Securities trading, portfolio and funds volume achieved a significantly higher increase in current accounts In the first quarter we executed 1.75 million trades, 28.0% than in the previous year. fewer than in the same period in the previous year (2.43 million trades). Fund and warrant trades declined especial- Product offensive in banking ly, while the downturn in stock trades was less severe and comdirect bank is continuing this growth course with its new trades in certificates (including leveraged products) recorded fee-free current account with satisfaction guarantee that is stable development. available to investors from 23 April 2009. The launch of this

Executed orders Portfolio and funds volume Development of selected products – (in million) (in € billion) brokerage (in thousand)

2.81 697.8 704.2 655.8 2.43 3.52 3.12 1.75 3.09

7.62 6.76 151.2 5.93 118.1 117.1

Q4 08 Q1 08 Q1 09 31.12.2008 31.3.2008 31.3.2009 31.12.2008 31.3.2008 31.3.2009

Portfolio volume Custody accounts Funds volume Securities savings plans WorldReginfo - 4b00285f-e41f-46c9-931b-12735ffa0027 7 account also represents achievement of the first major mile- is therefore one of the direct banks offering the best rates. stone under complus. Customers carrying out a minimum We have continued our cooperation with Tchibo to offer call number of transactions on the new account will receive a money accounts which also have attractive interest rates. start bonus of €50 at the end of three months. Anyone who cancels the account after a year of active use because they As a result of the lower market interest rates, call money and are dissatisfied will receive a further €50. Moreover, the fee- fixed-term deposit accounts have become less attractive com- free status of the account is no longer tied to a minimum pared to other forms of investment and this has prompted amount being paid in each month (previously €1,250). some investors to rearrange their investments. At comdirect bank, the deposit volume fell in the first quarter by 8.5% to We are certain that only a few customers will exercise their €9.58bn (end 2008: €10.47bn). This was due in particular to right to cancel as we will convince them of the benefits of the decline in fixed-term deposit and time deposit accounts in the current account over the course of one year. In April 2009, the midst of an increasingly competitive environment. we made the account even more user-friendly by adding a convenient online direct debit return function. The number of Tagesgeld PLUS accounts increased by 4.7% compared to the end of 2008 (814,516) to stand at 852,630. Our Tagesgeld PLUS (“call money plus”) account emerged as The main reason for this was the actively marketed pro­duct the winner of an online test of various call money accounts combination with the comdirect current account, which pro- conducted by Stiftung Warentest (Finanztest 3/09). The com- duced a rise of 35,675 to 460,824 current accounts. The mon- parison looked at the speed and ease of opening and running ey savings plan launched successfully in September 2008 also an account as well as security aspects. led to customers opening new Tagesgeld PLUS accounts.

Deposit, lending and placement activities The volume of loans extended to private customers stood at During the first quarter, comdirect bank adjusted the terms €171.3m (end 2008: €201.8m) as of 31 March 2008. This is and conditions on its investment accounts several times fol- due in particular to a reduction in the utilisation of loans to lowing the considerable cuts in market interest rates. As a purchase securities. result, interest of up to 1.60% p.a. (as of 31 March 2009) is currently paid on fixed-term deposit accounts and up to 3.00% The placement of building finance developed positively at the p.a. (for maturities of 24 months) on time deposit accounts. beginning of the year. With the aim of raising awareness of Since 7 April 2009, the interest paid on the Tagesgeld PLUS ac- the offering even further, in the first quarter we also pub- count has been tiered according to the amount invested. New lished the building finance sentiment index as well as tips customers receive a maximum of 4.00% p.a. on investments on how to finance your own home. We opened our second up to €10,000, while existing customers receive 2.25% p.a. advice centre for building finance@comdirect in a comdirect on sums up to €5,000 (as of 7 April 2009). com­direct bank private finance office in Munich.

Deposit volume Development of selected products – (in € billion) banking (in thousand)

10.47 852.6 814.5 9.58 8.46

498.4 460.8 425.1 355.0

31.12.2008 31.3.2008 31.3.2009 31.12.2008 31.3.2008 31.3.2009

Current accounts Tagesgeld PLUS accounts WorldReginfo - 4b00285f-e41f-46c9-931b-12735ffa0027 8 Interim management report •

Earnings situation in the comdirect online business line Earnings situation in the comdirect offline business line In the comdirect online business line, we closed the first quar- Net commission income was curbed by lower demand for ter of 2009 with segment pre-tax profit of €15.9m (previous investment products and a slight decline in provisioning busi- year: €27.0m). The result was affected by reduced net inter- ness. At the same time, the comparatively quiet level of ac- est and net commission income as well as lower administra- tivity at the end of 2008 also led to lower settlement-related tive expenses. The cost/income ratio for the business line income than in the first quarter of the previous year. In total, increased to 72.2% (previous year: 63.7%). at €3.1m, commission income at comdirect private finance was down 51.1% on the previous year (€6.3m). Net commis- sion income of €1.3m (previous year: €2.5m) and the other > comdirect offline business line operating result of €1.7m (previous year: €1.2m) are coun- tered by administrative expenses of €3.2m (previous year: €3.3m). This produced pre-tax profit of €– 0.2m (previous Business development in advice year: €0.5m). The advisory business of comdirect private finance was sig- nificantly affected in the first quarter of 2009 by the finan- cial market crisis and its impact in the capital markets. Once again, a large number of policies for provisioning products > Financial situation and assets were taken out. The volume of Riester policies and Riester fund-based savings plans was on a par with the previous Balance sheet structure year. comdirect private finance has extended its range of Compared to the level at the end of 2008 (€11.07bn), the services in this area and since February 2009, customers consolidated balance sheet reduced by 8.5% to €10.12bn have been able to take out these products directly over the as a result of the declining deposit volume. Liabilities to phone. In contrast, there was little interest from investors in customers of €9.58bn (end 2008: €10.47bn) were coun- investment funds or closed-end investment models. tered on the assets side by claims on banks of €5.93bn (end 2008: €6.60bn) and financial assets of €3.95bn (end 2008: To improve efficiency and ensure consistently high qual- €4.01bn). ity advice, comdirect private finance established a regional structure during the first quarter. Each office is now allo- The cash reserve was reduced to €16.5m compared to the cated to one of six regions. Together, the regional manag- level at the 2008 year-end (€209.5m). ers form the Sales Board which coordinates implementation of sales measures. As of 31 March 2009, there were 183 At the end of the first quarter, there were no hedges under (end 2008: 199) advisers and the number of offices was hedge accounting. The positive fair value of trading assets unchanged at 32. amounting to €12.7m (end 2008: €8.7m) resulted from in- terest rate swap transactions.

Customers in the comdirect offline Commission income in the comdirect business line offline business line (in € million)

48,969 8.5 46,585

35,892 6.3

3.1

31.12.2008 31.3.2008 31.3.2009 Q4 08 Q1 08 Q1 09 WorldReginfo - 4b00285f-e41f-46c9-931b-12735ffa0027 9 Equity amounted to €476.1m (end 2008: €476.1m). The > The share positive effect from the quarterly profit was countered by the negative movement in the revaluation reserve (see In the first quarter of 2009, share prices continued to fall in page 6). The own funds ratio of 46.8% (end 2008: 49.1%) the equity market. The SDAX lost 15.2% and the DAXSector reflects the sustained comfortable financial and risk position Performance Index dropped by 12.0%. In of the bank. The own funds ratio corresponds to the core this environment, comdirect shares performed compara- capital of comdirect bank AG in relation to the risk assets tively well, with an 11.0% fall in the share price to €5.50. taking account of operational risks.

Investor Relations activities focused on the well-attended No options were exercised under the stock option pro- analysts’ conference on 17 February 2009 in Frankfurt/ gramme that expires this year. As of 31 March 2009, of a to- Main, which was again transmitted live on the internet and tal of 3,104,580 subscription rights, 2,021,848 had lapsed. is also available as a recording on the website. The main fi- nancial tables from the unaudited 2008 consolidated finan- Cash flow statement cial statements were already available for this conference. The cash flow from operating activities amounted to The full Annual Report 2008 was published on 20 March €– 190.9m and, as in the previous year (€– 177.1m), 2009 and is available in German and English both in printed stemmed primarily from the movement in customer depos- format and as an interactive online version. its and their reinvestment in the money and capital mar- kets. The cash flow from investment activities amounting to €– 2.1m (previous year: €– 1.6m) reflects the bank’s low in- vestment volume. As in the previous year, the bank did not > Employees realise any inflows or outflows from financing activities. The number of employees increased slightly as of 31 March 2009 to 915 (end 2008: 906). Of these, 847 were employed in the comdirect online business line and 68 in the com­ direct offline business line. As of 31 March 2009, 819.3 (end 2008: 806.4) staff were employed by comdirect bank on a full-time basis.

Data and key figures of the share Development of comdirect share price 30.12.2008 to 31.3.2009 (in €)

German securities code no. 542 800 ISIN code DE0005428007 Stock exchange code COM 7 Reuters: CDBG.DE Bloomberg: COM GR Stock exchange segment SDAX Number of shares issued 141,220,815 no-par-value shares 6 Designated sponsor AG Shareholder structure 80.53% Commerzbank AG1) 19.47% free float

Key figures Q1 2009 5 Average daily turnover in units XETRA 49,610 Frankfurt 4,314 Other stock exchanges 958 54,882 4 Opening quotation XETRA (2.1.2009) €6.18 January February March Highest price XETRA (13.1.2009)2) €6.31 Lowest price XETRA (3.3.2009)2) €4.57 comdirect share Closing quotation XETRA (31.3.2009) €5.50 SDAX (normalised to the comdirect share price as of year-end 2008) Market capitalisation (31.3.2009) €776.7m Earnings per share €0.08

1) Indirectly 2) Daily closing quotation WorldReginfo - 4b00285f-e41f-46c9-931b-12735ffa0027 10 Interim management report •

> Risk and opportunities report The new complus programme is also underway. Following the launch of the fee-free current account with satisfac- tion guarantee, further initiatives will follow in the coming The risk position of comdirect bank and its opportunities quarters. The next milestone is the planned launch of the have not changed materially from the detailed presentation AktivSparpläne savings plans at the end of April 2009. Inves- in the Annual Report 2008. tors can choose from ten actively managed asset manage- ment funds and lifecycle funds, which are eligible for sav- ings plans and have different risk profiles, and each of which > Outlook is consistently available with no front-end load. The funds primarily comprise funds of funds and Developments in the first quarter of 2009 confirmed the mixed funds, which in the past have performed better than expectations outlined in the 2008 group management re- their respective peer group. The transaction management of port with regard to the economic environment as well as lifecycle funds is geared to the life cycle of an investor and the business, financial and earnings situation and assets of dynamically adjusts over the term from investments geared the bank. to opportunities to those offering a reliable return.

We expect framework conditions to remain difficult for the rest of the financial year. The gloomier prospects for many > Supplementary report companies during the global economic crisis are likely to restrict recovery trends in the equity markets in the longer On 8 April 2009, comdirect bank agreed the acquisition term. Expectations regarding the further development of of ebase (European Bank for Fund Services GmbH) with order activity in brokerage are correspondingly muted. In Commerz Asset Management Holding. The purchase price banking, we expect interest rate margins to remain under for the company located in Haar (near Munich) amounts pressure because of the present low market interest rates. to €24.9m; this price was confirmed as being in line with In advice, there are currently no signs of an upswing in busi- market prices in a fairness opinion provided by accountants ness with investment products. KPMG. The transaction will take place subject to approval of the Federal Financial Supervisory Authority (BaFin); pay- In this environment, comdirect bank is focusing particularly ment of the purchase price will follow thereafter. on securing profitability, including by managing marketing expenses on a flexible basis as well as continuing our con- With around 250 employees, as a full service platform ebase servative Treasury strategy. offers professional custody account services for independent financial services providers and insurance companies. As of 31 December 2008, ebase managed around 1 million end customer custody accounts for its cooperation partners with an investment fund volume of around €12bn.

Alongside the market position developed in direct busi- Number of employees at comdirect bank ness (B2C) with modern investors, through the acquisition as of reporting date of ebase, comdirect will attain a strong position in funds and portfolio management for asset managers, financial intermediaries, investment companies and insurance com- 71 68 panies. The range of services offered by ebase also includes 52 custody account services for investment companies as well as solutions for occupational pensions and the management of working hours accounts for companies.

835 785 847

31.12.2008 31.3.2008 31.3.2009

comdirect online comdirect offline WorldReginfo - 4b00285f-e41f-46c9-931b-12735ffa0027 11 > Income statement

Income statement of comdirect bank group according to IAS/IFRS

€ thousand 1.1. to 31.3. 2009 2008 Interest income 93,469 97,440 Interest expenses 60,950 55,910 Net interest income before provisions 32,519 41,530 Provisions for possible loan losses – 477 – 116 Net interest income after provisions 32,042 41,414 Commission income 30,879 44,155 Commission expenses 4,962 7,831 Net commission income 25,917 36,324 Result from hedge accounting 0 – 109 Trading result 683 1,003 Result from financial investments – 1,565 – 3,134 Administrative expenses 44,863 50,040 Other operating result 3,476 2,033 Pre-tax profit 15,690 27,491 Taxes on income 4,431 7,084 Net profit 11,259 20,407

Earnings per share

1.1. to 31.3. Undiluted earnings per share 2009 2008 Net profit € thousand 11,259 20,407 Average number of ordinary shares Shares 141,220,815 141,220,815 Undiluted earnings per share € 0.08 0.14

Diluted earnings per share Net profit € thousand 11,259 20,407 Adjustment to the number of ordinary shares issued due to outstanding option rights Shares 121,846 243,640 Weighted average shares outstanding (diluted) Shares 141,342,661 141,464,455 Diluted earnings per share € 0.08 0.14

> Statement of comprehensive income

€ thousand 1.1. to 31.3. 2009 2008 Net profit 11,259 20,407 Change in the revaluation reserve – 11,264 – 5,558 Comprehensive income/loss for the reporting period – 5 14,849

Net profit and comprehensive income/loss for the period are attributable in full to the shareholders of the parent company. WorldReginfo - 4b00285f-e41f-46c9-931b-12735ffa0027 12 Interim financial statements •

> Balance sheet

Balance sheet of comdirect bank group according to IAS/IFRS

Assets € thousand as of 31.3.2009 as of 31.12.2008 Cash reserve 16,489 209,525 Claims on banks 5,930,135 6,598,372 Claims on customers 171,339 201,819 Provisions for possible loan losses – 5,379 – 5,170 Trading assets 12,662 8,723 Financial investments 3,950,595 4,008,375 Intangible assets 20,952 20,875 Fixed assets 18,120 18,628 Current income tax assets 1,533 2,068 Other assets 6,642 6,305 Total assets 10,123,088 11,069,520

Liabilities and equity € thousand as of 31.3.2009 as of 31.12.2008 Liabilities to banks 1,216 50,781 Liabilities to customers 9,576,033 10,466,117 Provisions 20,331 18,916 Current income tax liabilities 5,663 3,632 Deferred income tax liabilities 1,284 5,581 Other liabilities 42,452 48,379 Equity 476,109 476,114 Subscribed capital 141,221 141,221 Capital reserve 230,196 230,196 Retained earnings 56,606 56,606 Revaluation reserve – 21,074 – 9,810 Consolidated profit 2008 57,901 57,901 Consolidated profit as of 1.1. to 31.3.2009 11,259 – Total liabilities and equity 10,123,088 11,069,520 WorldReginfo - 4b00285f-e41f-46c9-931b-12735ffa0027 13 > Statement of changes in equity

Changes in group equity for the reporting period break down as follows:

€ thousand 2009 2008 Equity as of 1.1. 476,114 478,189 Changes in the financial year a) Subscribed capital 0 0 b) Capital reserve 0 0 c) Retained earnings 0 0 d) Revaluation reserve – 11,264 – 5,558 e) Consolidated profit as of 1.1. to 31.3. 11,259 20,407 Equity as of 31.3. 476,109 493,038

> Cash flow statement

Changes in the cash flow statement for the reporting period break down as follows:

€ thousand 2009 2008 Cash and cash equivalents as of 1.1. 209,525 198,412 Cash flow from operating activities – 190,943 – 177,127 Cash flow from investment activities – 2,093 – 1,639 Cash flow from financing activities 0 0 Cash and cash equivalents as of 31.3. 16,489 19,646

Cash and cash equivalents correspond to the balance sheet item cash reserve and include cash on hand and balances held at central banks. WorldReginfo - 4b00285f-e41f-46c9-931b-12735ffa0027 14 Interim financial statements •

> Notes

Administrative expenses

€ thousand 1.1. to 31.3. 2009 2008 Personnel expenses 10,848 10,100 Other administrative expenses 31,491 37,524 Marketing expenses 12,911 19,638 Communication expenses 1,632 1,423 Consulting expenses 3,156 2,870 Expenses for external services 6,860 6,595 Sundry administrative expenses 6,932 6,998 Depreciation of office furniture and equipment and intangible assets 2,524 2,416 Total 44,863 50,040

Income statement on a quarterly comparison

€ thousand 2008 2009 Q1 Q2 Q3 Q4 Q1 Interest income 97,440 115,305 135,060 133,465 93,469 Interest expenses 55,910 74,842 92,881 95,265 60,950 Net interest income before provisions 41,530 40,463 42,179 38,200 32,519 Provisions for possible loan losses – 116 – 279 – 961 184 – 477 Net interest income after provisions 41,414 40,184 41,218 38,384 32,042 Commission income 44,155 35,136 37,876 51,953 30,879 Commission expenses 7,831 5,812 6,538 10,498 4,962 Net commission income 36,324 29,324 31,338 41,455 25,917 Result from hedge accounting – 109 77 – 101 0 0 Trading result 1,003 – 4,049 1,313 2,273 683 Result from financial investments – 3,134 – 3,349 – 3,751 – 8,027 – 1,565 Administrative expenses 50,040 53,520 50,955 54,233 44,863 Personnel expenses 10,100 10,631 11,367 11,500 10,848 Other administrative expenses 37,524 39,855 37,775 40,422 31,491 Marketing expenses 19,638 22,493 18,778 18,889 12,911 Communication expenses 1,423 1,278 1,249 1,947 1,632 Consulting expenses 2,870 3,413 4,202 3,346 3,156 Expenses for external services 6,595 6,666 7,264 8,523 6,860 Sundry administrative expenses 6,998 6,005 6,282 7,717 6,932 Depreciation of office furniture and equipment and intangible assets 2,416 3,034 1,813 2,311 2,524 Other operating result 2,033 4,090 1,533 – 2,935 3,476 Pre-tax profit 27,491 12,757 20,595 16,917 15,690 Taxes on income 7,084 3,132 5,717 4,135 4,431 Net profit 20,407 9,625 14,878 12,782 11,259 WorldReginfo - 4b00285f-e41f-46c9-931b-12735ffa0027 15 Where referring to items from the income statement, the > Segment reporting by business line consolidation column relates exclusively to fees for the ex- change of services between comdirect bank AG and com­ Allocation to the segments is carried out on the basis of direct private finance AG. internal reporting and control by the Board of Managing Directors of comdirect bank AG as Chief Operating Decision The segment assets of the comdirect online business line Maker within the meaning of IFRS 8. comprises the Treasury volume and credit volume. For the comdirect offline business line, the assets of comdirect pri- Consequently, the implemented segmentation corresponds vate finance AG are stated in accordance with IFRS in line to the ma­nagement approach. with their contribution to the balance sheet items of the comdirect group. In internal reporting, results for the different legal units are reported separately to the Board of Managing Directors. The Treasury volume of the online segment comprises The activities of comdirect bank AG and the consolidated credit balances with the ECB, money market transactions, special funds are amalgamated in one unit referred to as pro­missory notes and the securities portfolio. Contrary to the comdirect online business line. The comdirect offline their treatment under accounting, for internal reporting business line comprises the activities of comdirect private purposes, promissory notes are measured at fair value. The finance AG. Treasury volume has fallen in the quarter under review by over €700m because of lower customer deposits. As a result, the allocation to the segments corresponds to that of previous years and the replacement of IAS 14 by The credit volume in the online business line comprises IFRS 8 has therefore not led to any changes for comdirect the loans drawn by our customers, especially on securities in this regard. credit accounts.

As before, the brokerage and banking fields of competence Customer deposits managed by comdirect bank AG are are consequently amalgamated in the comdirect online shown as segment liabilities for the comdirect online busi- business line and the advisory field of competence forms ness line. the comdirect offline business line. The presentation for the previous year was adjusted in line As in the previous year, segment results are determined in with the reporting for 2009 and the assets and liabilities of accordance with the regulations of IFRS in line with internal the business segments restated accordingly. reporting. The segment results stated for the previous year did not therefore need to be restated. WorldReginfo - 4b00285f-e41f-46c9-931b-12735ffa0027 16 Interim management report •

Segment reporting by business line

€ thousand 1.1. to 31.3.2009 comdirect comdirect Group comdirect online offline management/ bank consolidation/ group others total Interest income 93,469 11 – 11 93,469 Interest expenses 60,954 7 – 11 60,950 Net interest income before provisions 32,515 4 0 32,519 Provisions for possible loan losses – 477 0 0 – 477 Net interest income after provisions 32,038 4 0 32,042 Commission income 27,982 3,082 – 185 30,879 Commission expenses 3,148 1,814 0 4,962 Net commission income 24,834 1,268 – 185 25,917 Result from hedge accounting 0 0 0 0 Trading result 683 0 0 683 Result from financial investments – 1,565 0 0 – 1,565 Administrative expenses 42,651 3,247 – 1,035 44,863 Other operating result 2,587 1,739 – 850 3,476 Pre-tax profit 15,926 – 236 0 15,690

Segment investments 2,096 23 – 2,119 Segment depreciation 2,489 35 – 2,524

Cost/income ratio 72.2% 107.8% 73.5%

Segment income 130,126 4,840 of which external income 129,703 4,217 of which inter-segmental income 423 623 Segment expenses 114,200 5,076 Segment assets 10,100,918 11,059 Segment debt 9,580,000 WorldReginfo - 4b00285f-e41f-46c9-931b-12735ffa0027 17 Segment reporting by business line

€ thousand 1.1. to 31.3.2008 comdirect comdirect Group comdirect online offline management/ bank consolidation/ group others total Interest income 97,440 28 – 28 97,440 Interest expenses 55,930 8 – 28 55,910 Net interest income before provisions 41,510 20 0 41,530 Provisions for possible loan losses – 116 0 0 – 116 Net interest income after provisions 41,394 20 0 41,414 Commission income 38,105 6,303 – 253 44,155 Commission expenses 4,060 3,771 0 7,831 Net commission income 34,045 2,532 – 253 36,324 Result from hedge accounting – 109 0 0 – 109 Trading result 1,003 0 0 1,003 Result from financial investments – 3,134 0 0 – 3,134 Administrative expenses 47,544 3,255 – 759 50,040 Other operating result 1,372 1,167 – 506 2,033 Pre-tax profit 27,027 464 0 27,491

Segment investments 1,496 142 – 1,638 Segment depreciation 2,323 93 – 2,416

Cost/income ratio 63.7% 87.5% 64.4%

Segment income 138,640 7,502 of which external income 138,134 7,221 of which inter-segmental income 506 281 Segment expenses 111,613 7,038 Segment assets 8,938,054 10,500 Segment debt 8,464,000 WorldReginfo - 4b00285f-e41f-46c9-931b-12735ffa0027 18 Interim management report •

> Accounting standard and other Stock options information As part of the stock option programme approved by the an- nual general meeting on 11 May 2000, we issued a total of 3,104,580 subscription rights to employees and members The interim report of comdirect bank as of 31 March 2009 of the Board of Managing Directors of comdirect bank as was prepared in accordance with Section 315a (1) of the of 31 March 2009. As of the reporting date, 2,021,848 of German Commercial Code (HGB) and Regulation (EC) these subscription rights had expired and 361,917 subscrip- 1606/2002 (IAS Regulation) of the European Parliament tion rights were still available to be exercised. and of the Council of 19 July 2002 as well as further regu- lations on the adoption of certain international accounting Related party disclosures standards in accordance with the International Accounting The parent company of comdirect bank AG is Commerzbank Standards (IAS) and International Financial Reporting Stand- Inlandsbanken Holding GmbH. The ultimate parent company ards (IFRS), which were approved and published by the is Commerzbank AG. International Accounting Standards Board (IASB). We also based the preparation of the report on GAS 16 – Interim comdirect bank AG uses services provided by Commerzbank Reporting. AG through a general agreement effective as of 1 January 1999 and updated on 6 August 2007, as well as services The same measurement and calculation methods were ap- agreed separately on this basis. plied as for the consolidated financial statements of com­ direct bank as of 31 December 2008. comdirect bank has service agreements with Commerz Service Gesellschaft für Kundenbetreuung mbH, a wholly- We have taken account of the new regulations under IAS 1 owned subsidiary of Commerzbank AG, in the field of operat- by reporting comprehensive income. With regard to the im- ing customer business and provision of operating resources. pact of IFRS 8 which was applied for the first time to the present interim financial statements, please refer to the in- As part of its money market and capital market transactions, formation on the business segments on pages 16 and 18. comdirect bank consigns investment activities to Commerz- bank AG and its affiliated companies. The present interim financial statements and interim man- agement report are neither audited in accordance with Sec- In the financial year there were financial relations with re- tion 317 of the German Commercial Code (HGB) nor are lated natural persons (members of the Board of Managing they subject to review by an auditor. Directors and Supervisory Board and members of their imme- diate family) including in the form of comdirect bank product The Supervisory Board of comdirect bank AG will propose to use as part of the normal product and service offering. All the annual general meeting on 6 May 2009 that Pricewa- products and services were provided at normal third party terhouseCoopers Aktiengesellschaft Wirtschaftsprüfungsge­ terms and conditions and are of secondary importance for the sellschaft, Frankfurt/Main, Hamburg branch, be appointed company. The related parties did not accrue any unjustified as the auditors to review the interim financial reports out- advantage from their position with comdirect bank, nor did standing for financial year 2009 and the interim financial comdirect bank suffer any financial losses. report for the first quarter of 2010. For further details, please refer to note (28) in our 2008 an- nual report. WorldReginfo - 4b00285f-e41f-46c9-931b-12735ffa0027 19 Impact of the acquisition of ebase on the consolidated financial statements The agreement signed on 8 April 2009 for the acquisition of 100% of the voting rights in ebase is subject to the approval of the Federal Financial Supervisory Authority (BaFin). De- pending on the timing of the approval from BaFin, ebase is scheduled to be included in the scope of consolidation for the first time in the half-year report of the comdirect group with retrospective effect to 1 January 2009.

Under IFRS, the difference between the acquisition cost of the participation and the stated values of the assets and liabilities acquired amounts to €3m, which will probably be reported under equity of the comdirect bank group.

For the first-time consolidation, the book values of -the as sets and liabilities of ebase under IFRS are as follows: claims on banks €26m, claims on customers €26m, financial invest- ments €23m, intangible assets €8m, other assets €7m, liabil- ities to banks €2m, liabilities to customers €40m, provisions €15m, other liabilities €8m. WorldReginfo - 4b00285f-e41f-46c9-931b-12735ffa0027 20 Financial calendar/Contacts •

> Financial calendar 2009

17 February Press/Analysts’ conference in Frankfurt/Main 20 March Annual report 2008 24 April Quarterly report 2009 6 May Annual general meeting in Hamburg 23 July Half-year report 2009 22 October Nine-month report 2009

> Contacts

Investor Relations Press Relations Thore Ludwig Johannes Friedemann Phone +49 (0) 41 06/704-19 66 Phone +49 (0) 41 06/704-13 40 Fax +49 (0) 41 06/704-19 69 Fax +49 (0) 41 06/704-34 02 e-mail [email protected] e-mail [email protected]

Tobias Vossberg Tim Seifert Phone +49 (0) 41 06/704-19 80 Phone +49 (0) 41 06/704-11 92 Fax +49 (0) 41 06/704-19 69 Fax +49 (0) 41 06/704-34 02 e-mail [email protected] e-mail [email protected] comdirect bank AG You can download our annual and interim reports in German Pascalkehre 15 or in English from our website at www.comdirect.de/ir/ D-25451 Quickborn publications. Our order service also offers the option of inclu- www.comdirect.de sion in the distribution list, which means that the reports will be sent to you on publication. Concept, layout and translation ergo Unternehmenskommunikation, You can download our published press releases in German Cologne/Frankfurt a.M./Berlin or in English on our website at www.comdirect.de/pr.

The English translation of the comdirect bank quarterly re- port is provided for convenience only. The German original is definitive. WorldReginfo - 4b00285f-e41f-46c9-931b-12735ffa0027 21 comdirect bank AG Pascalkehre 15 D-25451 Quickborn www.comdirect.de WorldReginfo - 4b00285f-e41f-46c9-931b-12735ffa0027 2