Shareholders’ pre-emptive subscription rights are disapplied. It is standard business practice in Germany to use authorised capital as acquisition currency. The 2005 authorised capital allows the company to acquire companies and shareholdings flexibly and without recourse to the capital market. The authorised capital is equivalent to less than 15% of the share capital. At the AGM on 21 April 2009, the Board of Management and the Supervisory Board will propose the replacement of the 2005 authorised capital with the 2009 authorised capital in the amount of €240 million.

New no-par value shares may only be issued from Contingent Capital II (Article 5 (3) of the Articles of Association) in order to service the subscription rights granted under the 2003 Stock Option Plan. To this end, the company’s share capital has been contingently increased by up to €2,726,658. Up to 2,726,658 Deutsche Post AG shares are still available for subscription under the 2003 Stock Option Plan. It is no longer possible to issue new stock options under the plan.

On the basis of an AGM resolution passed on 8 May 2007, the Board of Management is authorised, subject to the consent of the Supervisory Board, to issue bonds with warrants, convertible bonds and/or income bonds or a combination thereof (hereinafter referred to collectively as “bonds with warrants and/or convertible bonds”) on one or more occasions in the period to 7 May 2012 up to a total nominal value of €1 billion and in doing so grant option and/or conversion rights on new shares with a total notional value of up to €56 million. To this end, the share capital has been contingently increased by up to €56 million (Contingent Capital III, Article 5 (4) of the Articles of Association). When issuing bonds with warrants and/or convertible bonds, shareholders’ pre-emptive subscription rights may only be disapplied subject to the terms of the aforementioned authorising resolution and with the consent of the Supervisory Board. The details are contained in the motion under agenda item 7 adopted at the AGM on 8 May 2007.

It is standard business practice amongst publicly listed companies in Germany to authorise the issue of bonds with warrants and/or convertible bonds. This allows the company to be flexible and prompt in financing its activities and gives it the scope it requires to take advantage of favourable market situations quickly and at short notice, for example, by enabling it to offer the company’s shares or bonds with warrants/convertible bonds as consideration in a business combination or when acquiring companies or interests in companies. To date, the Board of Management has not made use of this authorisation.

Finally, at the AGM on 6 May 2008, the company was authorised to buy back shares representing up to 10% of the share capital at that date during the period to 31 October 2009. At no time may these shares together with the shares already repurchased and still held by the company represent more than 10% of the share capital. The shares may be purchased through the stock market, a public offer, a public call for offers of sale from the company’s shareholders or by some other means in accordance with Section 53 a of the AktG. The Board of Management may use the authorisation for any purpose permitted by law, in particular to retire the repurchased shares without a further AGM resolution and with the consent of the Supervisory Board. The details are contained in the motion under agenda item 6 adopted at the AGM on 6 May 2008.

It is standard business practice amongst publicly listed companies in Germany for the AGM to each year authorise the company to buy back shares. At the AGM on 21 April 2009, the Board of Management and the Supervisory Board will propose that this authority be granted for a further year.

 1 | 2 | 3 | 4

 1 | 2 | 3 | 4