Division (ii) The Monitoring Trustee will:

propose in its first report to the Commission a detailed work plan describing how it intends to monitor compliance with the commitments attached to the decision;

oversee the management of PBB’s transactions in order to ensure that its economic viability, saleability and competitiveness continue to be guaranteed, and monitor HRE’s compliance with the conditions and constraints attached to the decision. To this end, the Monitoring Trustee has the duty:

1. (I)

   to ensure that PBB’s economic viability, saleability and competitiveness are maintained and that management of PBB is organisationally separate from the companies remaining with HRE;

2. (II)

   to verify that PBB is managed as an organisationally distinct, divestable business;

3. (III)

   after consultation with HRE, to specify all necessary precautions to ensure that, from the date of notification of the decision, HRE obtains no business secrets, know-how, business information or other confidential or proprietary information about PBB unless such information is necessary to execution of the sale or management of the group by HRE or disclosure to HRE is required by law, and thereby to strive in particular to ensure that the integration of PBB into the central IT network is completed as far as possible and economically feasible without endangering the viability of PBB, and to decide whether such information may be disclosed to HRE because its disclosure may reasonably be considered necessary to the execution of the sale or management of the group by HRE, or its disclosure is required by law;

4. (IV)

   to monitor distribution of the assets and personnel between PBB and HRE or the affiliated companies; dual mandates and secondment remain permissible;

monitor compliance with all other commitments;

assume the other functions assigned to the Monitoring Trustee in the Commitments attached to the decision;

monitor the full and correct implementation of the HRE restructuring plan of 14 June 2011;

propose to HRE such measures as the Monitoring Trustee considers necessary to ensure HRE’s compliance with the commitments attached to the decision, in particular maintaining the full economic viability, saleability and competitiveness of PBB, continuation of PBB as a separate entity and maintaining the confidentiality of information that is relevant to competition;

review the progress of the reprivatisation process, assess potential purchasers and verify that, dependent on the stage of the reprivatisation process:

1. (I)

   potential purchasers receive sufficient information relating to the business to be sold and its personnel, in particular by reviewing (if available) the data room documentation, the information memorandum and the due diligence process; and

2. (II)

   potential purchasers are granted reasonable access to the personnel;

submit a draft written report to the Commission, Germany and HRE within 30 days after the end of each quarter. The Commission, Germany and HRE can submit comments on the draft within five working days. Within five working days of receipt of the comments, the Trustee will prepare a final report, incorporating the comments to the extent possible and at its discretion, and submit it to the Commission. The Trustee will also send a copy of the final report to Germany and HRE. If the draft report or the final report contains any information that must not be disclosed to HRE, HRE will only receive a non-confidential version of the draft report and the final report. Under no circumstances will the Trustee submit any version of the report to Germany and/or HRE before submitting it to the Commission. The subject of the report will be fulfilment of the duties set out in the mandate by the Monitoring Trustee and compliance with the obligations by HRE, thus enabling the Commission to assess whether HRE is being managed in accordance with the obligations and to form a picture of the status of the reprivatisation process and of potential purchasers. If necessary, the Commission may specify the scope of the report in more detail. In addition to these reports, the Monitoring Trustee will promptly report in writing to the Commission if it has reason to suppose that HRE is failing to comply with these obligations, sending a non-confidential version to HRE at the same time.