The changes in Group equity and individual elements thereof are shown in detail in the Changes in Equity table.

Distributions.

Under the German Stock Corporations Act, the distributable dividend depends on the amount of consolidated profit reported in the Wincor Nixdorf AG financial statements, i.e. €55,210k as of September 30, 2006. The amount of Wincor Nixdorf AG’s final distributable profit for fiscal 2005/2006 being proposed for distribution by the Annual General Meeting is €46,319k (equivalent to €2.80 per share). The remaining amount is to be carried forward.

The amount of €34,739k (€2.10 per share) was distributed to Wincor Nixdorf AG equityholders during the year.

Subscribed Capital.

The capital stock is divided into 16,542,494 ordinary shares. All shares issued up to and including September 30, 2006 are fully paid-up. Each share is granting equal voting rights and dividend entitlement.

Authorized Share Capital.

As the result of a resolution at the AGM on May 14, 2004, the Board of Directors has been authorized to increase the company’s nominal share capital with the Supervisory Board’s approval by up to €1,654,249.00 (Authorized Share Capital I 2004) through the issue for cash of new ordinary bearer shares under single or multiple initiatives up to May 13, 2009.

The Board of Directors was also authorized by resolution of the AGM on May 14, 2004 to increase the company’s nominal share capital with the Supervisory Board’s approval by up to €6,616,997.00 (Authorized Share Capital II 2004) through the issue for cash and/or contributions in kind of new ordinary bearer shares under single or multiple initiatives.

Contingent Share Capital.

The AGM on May 14, 2004 resolved that the company’s nominal share capital may be increased, subject to certain conditions being met, by a maximum of €1,406,112.00, divided into a maximum of 1,406,112 bearer shares. This contingent increase in share capital is exclusively for purposes of awarding share options to members of the Board of Directors of the company and to members of the management bodies of subsidiary domestic and foreign affiliated companies as well as to other managers and employees of the company and its subsidiary affiliated companies in accordance with more detailed criteria as set out in the authorization resolution passed at the AGM on May 14, 2004, in the version of the supplementary resolution passed by the AGM on February 21, 2006.

Additional Paid-in Capital.

Additional paid-in capital reflects the additional funds received from the issue of shares and the personnel expenses arising from the management share-based payment program 2005 and 2006 (previous year: share-based payment program 2004 and 2005.

Retained Earnings.

Other retained earnings contain the cumulative profits made by the subsidiary companies included in the Group financial statements, the consolidated profit, other consolidation reserves and currency translation adjustments.

Revaluation Reserve.

The revaluation reserve includes the variances between the purchase cost of securities shown under Note 15 and their referring market values as well as the market valuation of the cash flow hedges, less deferred taxes.

Share-based Payment.

As of June 2, 2004, Wincor Nixdorf granted 212,500 share options for an exercise price of €45.10 under a share-based payment program to its managers (share-based payment program 2004). The vesting period of the share options is two years. Each share option entitles the bearer to purchase one share in the company at the exercise price (strike price). There is no limit to the profit which can accrue upon purchase. The strike price in each instance corresponds to 110% of the value at the outset; it takes account of distributions made during the life of the options, such as dividend payments and any drawing rights or other special rights. The target criteria are not subsequently lowered during the life of the program. In order to sign up to acquire, and later exercise, share options, employees must make a separate private investment in company shares at a ratio of 1:10 (shares : share options), and such shares must be held by them for the entire holding period of two years. The share option must be exercised within ten days after the end of the vesting period. The company is entitled to settle the options either in shares or cash. The holder of the option has to remain in the company’s employ until the end of the vesting period.

The fair value of the option of €5.22 has been calculated by the application of the Black-Scholes-Merton formula by an external expert. The following inputs have been used:

Due to the going public of Wincor Nixdorf on May 19, 2004, the expected volatility is based on the historical volatility of eleven listed companies that supply similar goods and services.

The vesting period for the 2004 share-based payment program expired on June 2, 2006, and of the 212,500 share options issued 199,250 have been exercised. The weighted average share price at the date of exercise was €97.88. The share options were redeemed by the allocation of shares (7,250 share options), which have been purchased on the market at a weighted average share price of €95.43, and by cash settlement (192,000 share options). The portion of the purchased shares with regard to the capital stock of Wincor Nixdorf AG amounts to 0.04%. This did not produce any change to the total number of shares in issue. The expenses incurred have been charged directly against retained earnings within equity. Personnel costs in connection with the share-based payment program 2004 recorded in additional paid-in capital have been reclassed to retained earnings.

As of March 1, 2005, Wincor Nixdorf granted 175,250 share options for an exercise price of €69.14 under a second share-based payment program to its managers (share-based payment program 2005). The vesting period of the share options is two years. Each share option entitles the bearer to purchase one share in the company at the exercise price (strike price). There is no limit to the profit, which can accrue upon purchase. The strike price in each instance corresponds to 110% of the value at the outset; it takes account of distributions made during the life of the options, such as dividend payments and any drawing rights or other special rights. The target criteria are not subsequently lowered during the life of the program. In order to sign up to acquire, and later exercise, share options, employees must make a separate private investment in company shares at a ratio of 1:10 (shares : share options), and such shares must be held by them for the entire holding period of two years.

The share option must be exercised within ten days after the end of the vesting period. The company is entitled to settle the options either in shares or cash. The holder of the option has to remain in the company’s employ until the end of the vesting period.

The fair value of the option of €6.97 has been calculated by the application of the Black-Scholes-Merton formula by an external expert. The following inputs have been used:

Expected volatility is the average of the 3 months historic volatility and the volatility based on the 1-year period of the Wincor Nixdorf share. Further long-term volatilities are not available because of the going public in May 2004.

As of March 27, 2006, Wincor Nixdorf granted 166,890 share options for an exercise price of €117.01 under a third share-based payment program to its managers (share-based payment program 2006). The vesting period of the share options is two years. Each share option entitles the bearer to purchase one share in the company at the exercise price (strike price). There is no limit to the profit which can accrue upon purchase. The strike price in each instance corresponds to 110% of the value at the outset; it takes account of distributions made during the life of the options, such as dividend payments and any drawing rights or other special rights. The target criteria are not subsequently lowered during the life of the program. In order to sign up to acquire, and later exercise, share options, employees must make a separate private investment in company shares at a ratio of 1:10 (shares : share options), and such shares must be held by them for the entire holding period of two years.

The share option must be exercised within ten days after the end of the vesting period. The company is entitled to settle the options either in shares or cash. The holder of the option has to remain in the company’s employ until the end of the vesting period.

The fair value of the option of €11.25 has been calculated by the application of the Black-Scholes-Merton formula by an external expert. The following inputs have been used:

Expected volatility is the average of the 3 months historic volatility as well as the volatility based on the 1-year period and 18 months volatility of the Wincor Nixdorf share. Further long-term volatilities are not available because of the going public in May 2004.

The changes in the composition of share options are as follows:

During the fiscal year, personnel costs in connection with the share-based payment programs amounted to €1,351k (previous year: €847k). The additional paid-in capital has been increased by this amount. However, personnel costs in connection with the share-based payment program 2004 (€343k) have been reclassed to retained earnings together with the amount carried forward for the share-based payment program 2004 in additional paid-in capital (€686k).