Corporate Governance


  • New Declaration of Compliance with the German Corporate Governance Code
  • Five ordinary meetings of the Supervisory Board
  • Shareholders able to submit voting instructions to the AGM by Internet
  • Complete transparency in dealings within and outside the company

At Wincor Nixdorf, responsible, transparent business management and control centered on the creation of sustained added value is an essential basis for business success. The Board of Directors and Supervisory Board have issued the statutory statement of compliance in accordance with Section 161 of the German Stock Corporation Act, stating that Wincor Nixdorf is, with four exceptions, in compliance with the recommendations of the German Corporate Governance Code. Board of Directors and Supervisory Board monitor adherence to this Code. The statement of compliance, issued annually, is available permanently to all shareholders on the Internet at http://www.wincor-nixdorf.com under the heading of Investor Relations.

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Pursuant to Section 7.4.1. of the German Corporate Governance Code, the key subsidiaries of Wincor Nixdorf are listed in the table below:

 

 

Holding

%

 

Equity as of
Sept.30,2006
€k

 

Profit
2005/2006
€k

Wincor Nixdorf International GmbH, Paderborn, Germany

 

100

 

216,464

 

55,036

Wincor Nixdorf Facility GmbH, Paderborn, Germany

 

100

 

50,000

 

01)

Wincor Nixdorf Real Estate GmbH & Co. KG, Paderborn, Germany

 

100

 

27,627

 

0

Wincor Nixdorf Logistics GmbH, Paderborn, Germany

 

100

 

25

 

01)

Wincor Nixdorf SAS, Montigny le Bretonneux (France) (Formerly: Wincor Nixdorf Systèmes Bancaires S.A.S, Plaisir, France)

 

100

 

18,3062)

 

2,4062)

Wincor Nixdorf Ltd., Wokingham, United Kingdom

 

100

 

20,345

 

2,686

Wincor Nixdorf Pte. Ltd., Singapore

 

100

 

32,380

 

12,362

 

1) Profit and loss transfer agreement in place.

 

2) Before merger with Wincor Nixdorf S.A., Nanterre, France.

Close Collaboration between the Board of Directors and the Supervisory Board. A relationship based on close collaboration and mutual trust exists between the Board of Directors and the members of the Supervisory Board. The Board of Directors reports regularly to the Supervisory Board on the progress of business activities. There is an ongoing, constructive exchange of ideas and information with regard to strategy, corporate planning and company profitability. For further details, please refer to the Report of the Supervisory Board.

The Supervisory Board conducted five scheduled meetings in the fiscal year under review. It also held one extraordinary meeting during this period. For further information, please refer to the Report of the Supervisory Board. The Supervisory Board has created three committees: a Mediation Committee pursuant to Section 27 (3) of the German Corporate Codetermination Act; a Personnel Committee dealing with staff issues that pertain to the Board of Directors; and an Audit Committee. No conflicts of interest arose among members of the Board of Directors or the Supervisory Board. For further details of the Company’s boards, please refer to "Boards" in the chapter notes to the consolidated financial statements.