The role of the Supervisory Board is to monitor the activities of the Board of Directors. Its powers are prescribed by law, the Articles of Association, the Rules of Procedure for the Supervisory Board and any resolutions of the Supervisory Board itself. The Supervisory Board and the Board of Directors work together on the basis of mutual trust in the best interests of the company.

In accordance with the Codetermination Act (1976), the Supervisory Board of Wincor Nixdorf AG is made up of twelve members. Six members represent the shareholders and six members represent the employees. Karl-Heinz Stiller took over as Chairman of the Supervisory Board on January 29, 2007.

Decisions of the Supervisory Board are adopted by resolution. These are passed by a simple majority of the votes cast, except where the law stipulates a different majority requirement. If the votes are split, a second vote is taken on the same proposal. If this second vote is also split, the Chairman’s vote is counted twice.

The Supervisory Board has established a Mediation Committee, pursuant to Section 27 (3) of the Codetermination Act, a Personnel Committee, an Audit Committee and a Nominations Committee, all of which are made up of members of the Supervisory Board. The Chairman of each committee reports back to the Supervisory Board on a regular basis (no later than the next full meeting) on the key results of the committees’ discussions.

The Personnel Committee is made up of four members – two representatives of the shareholders and two representatives of the employees. Karl-Heinz Stiller is the Chairman of the Personnel Committee. The function of the Personnel Committee is to prepare the ground for decisions of the Supervisory Board in relation to human resources, in particular, the appointment and removal of members of the Board of Directors and the nomination of the President & Chief Executive Officer. The Personnel Committee may itself decide on certain transactions instead of the Supervisory Board. In such cases, it must have due regard for the requirements of the law and the provisions of the Supervisory Board’s Rules of Procedure.

The Audit Committee is also made up of four members. In the same way as the Personnel Committee, it includes two representatives of the shareholders and two representatives of the employees. The Audit Committee is chaired by Hero Brahms. It prepares the decisions of the Supervisory Board with regard to the approval of the annual accounts and adoption of the Group financial statements. It conducts a prior check of the annual accounts, Group financial statements, management reports and proposals for the appropriation of profits. It also supports the Supervisory Board in monitoring the activities of the Board of Directors and ensures compliance with the risk and reward management system.

The Nominations Committee is made up of three members, all of whom represent the shareholders. The role of the Nominations Committee is to propose suitable candidates to the Supervisory Board for membership of the Supervisory Board. All such nominations are then voted on by the Annual General Meeting.

Members of the Supervisory Board receive fixed annual compensation payable at the end of the fiscal year. Further details of Supervisory Board compensation as well as the remuneration of the Board of Directors can be found in the Compensation Report. This forms part of the Management Report and is presented in this Annual Report in the section entitled Corporate Governance.