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Joint Spin-Off Report
This report is a non-binding convenience translation of the German-language original report, which is the legally relevant document under German law. Joint Spin-off Report of the Managing Boards of Siemens Aktiengesellschaft, Berlin and Munich, and OSRAM Licht AG, Munich, on the Spin-off of a Majority Participation in OSRAM pursuant to Section 127 sentence 1 German Transformation Act (Umwandlungsgesetz) I. Introduction ................................................................................................................ 11 II. Starting situation – The legal entities involved in the Spin-off and the Siemens Group prior to the Spin-off ....................................................................................... 14 1. Overview of the Siemens Group ................................................................................ 14 2. Siemens AG as the transferring entity...................................................................... 16 a) Registered office and fiscal year .................................................................... 16 b) Capital stock and shares ................................................................................ 16 c) Warrant bonds ................................................................................................ 16 d) Stock-based compensation programs and employee participation programs – authorization to purchase treasury shares .............................. 17 e) Shareholder structure and trading on the stock exchange ......................... 18 f) Managing -
Speakers' Biographies
ETSI Workshop on M2M STANDARDIZATION 4th and 5th of June 2008 Speakers’ biographies Marylin ARNDT leads a research group working on Wireless Sensors Networks at Orange Labs R&D center, Meylan, France. She Graduated as engineer from the 'Ecole Nationale Supérieure de Télécommunications', Paris, and obtained a phD in microelectronics from the University of Languedoc at Montpellier in 1982. She developed a first experience at CNET, working on Telecom Circuits Design in the newly created research lab dedicated to Microelectronic Technologies Studies. From 1990, she managed successively two research groups working on Modem system design and more closely on RF front end and digital baseband design. She conducted personally a research activity, leading PHD students. In parallel, the laboratory moved from telecom circuit design to system design. Since 1998 her topics of interest moved towards Wireless RF interfaces embracing the Cellular domain, then WLAN and WPAN. Capillary Networks for M2M applications, is her main topic of interest at the moment. Luis BARRIGA, Ericsson is a Senior Specialist at the Communications Security Lab of Ericsson Research, Sweden. He holds an M.S. in Applied Mathematics from the St. Petersburg Electrotechnical University and a Ph.D. in Computer Systems from the Royal Institute of Technology. From 1986 to 1997 he worked in academia as systems administrator and research engineer in operating systems and parallel computing. After finishing his Ph.D., he joined Ericsson in 1997 where he has worked mainly in the security field and related topics such as e-commerce, identity management, network security and mobile multimedia services. Within Ericsson, he has worked in research projects, customer projects and standardization bodies IETF, WAP, Liberty Alliance, 3GPP, W3C and OMA. -
Annual Report 2004 2
s Annual Report 2004 2 Contents 4 let t er to our shareholders 13 at a glance 18 business areas 28 siemens one 32 report of the supervisory board 40 Corporate Governance Report 48 Compensation Report 54 information for shareholders * 56 Management’s discussion and analysis 96 Consolidated financial statements 174 Statement of the Managing Board 175 Independent auditors’ report 178 Supervisory Board 180 Managing Board 186 Siemens financial calendar corporat e structure ** * With separate table of contents ** See foldou2004t inside back cover. 3 Siemens – a global network of innovation comprising more than 400,000 people – offers innovative products, solutions and services spanning the entire field of electronics and electrical engineering. Our innovations are shaping tomorrow’s world, giving our cus- tomers a competitive edge and improving the lives of people every- where. We aim to capture leading market positions in all our busi- nesses and to achieve profitable growth now and in the future. Our success is based on a well-focused business portfolio, a truly global presence and an international workforce of highly qualified and highly motivated managers and employees. key figures in millions of euros 2004 (1) 2003 (1) New orders 80,830 75,056 Sales 75,167 74,233 Net income 3,405 2,445 Effects related to Infineon share sale and a goodwill impairment(2) 403 3,002 Net cash from operating and investing activities 3,262 1,773 Research and development expenses 5,063 5,067 Shareholders’ equity (September 30) 26,855 23,715 Employees (September 30, in thousands) 430 417 (1) Fiscal year: October 1 to September 30 (2) Pretax gain of €590 million on sale of Infineon shares plus related €246 million reversal of deferred tax liability, less a goodwill impairment of €433 million. -
Unified Communications Magazine Digital Issue July 2007
TM Rich Tehrani, Group Publisher and Editor-In-Chief ([email protected]) EDITORIAL Greg Galitzine, Group Editorial Director ([email protected]) The Promise of Convergence Fulfilled Richard ‘Zippy’ Grigonis, Executive Editor ([email protected]) Erik Linask, Associate Editor ([email protected]) TMC LABS Tom Keating, Executive Technology Editor/CTO/VP ([email protected]) Welcome to TMC’s latest and most exciting ART creation, Unified Communications, a magazine Alan Urkawich, Creative Director unlike any other. Lisa A. Mellers, Graphic Designer EXECUTIVE OFFICERS First, UC picks up where our other publications, Internet Telephony, IMS and SIP, Nadji Tehrani, Chairman and CEO leave off. For years we’ve all been enamored with IP Communications itself. But Rich Tehrani, President Dave Rodriguez, VP of Publications, Conferences & Online Media now the novelty is wearing off as the technology becomes commonplace — Michael Genaro, VP of Marketing “disappearing into the machinery”, as it were — so it’s time to talk about the Editorial Offices: 203-852-6800 most useful thing you can actually do with it. Undoubtedly, that “thing” is by Richard Customer Service: For all customer service matters, call 203-852-6800. unified communications. When fantasizing about what IP can do, we’re actually “Zippy” Grigonis ADVERTISING SALES visualizing various facets of UC and its capabilities. IMS (IP Multimedia Sales Office Phone: 203-852-6800 Subsystem), the future service architecture of both wireless and wireline Anthony Graffeo, Sr. Advertising Director -
We Are on the Right Track for Ensuring Our Success
s »We have made great progress in »We are on the right track for networking our internal value ensuring our success as the chain electronically and in linking it to our customers, suppliers and Global network of innovation.« partners. This is enabling us to accelerate processes and cut costs.« Annual Report 2001 Annual s Annual Report 2001 Siemens Aktiengesellschaft Order No. A19100-F-V055-X-7600 Siemens Siemens is a network encompassing well over 400,000 people in 190 countries. information on contents for external orders We take pride in possessing in-depth knowledge of customers' requirements, the Telephone +49 89 636-33032 (Press Office) e-mail [email protected] expertise to create innovative solutions in electrical engineering and electronics, and +49 89 636-32474 (Investor Relations) Internet http://www.siemens.de/geschaeftsbericht_2001/order Fax +49 89 636-32825 (Press Office) Telephone +49 89 636-32910 the experience to successfully navigate even rough economic waters. But our greatest +49 89 636-32830 (Investor Relations) Fax +49 89 636-32908 e-mail [email protected] asset is undoubtedly our people, with their unparalleled motivation and their passion [email protected] for outperforming our competitors. Linked via a global network that enables them address for internal orders to exchange ideas with colleagues around the world, Siemens employees strive Siemens AG Wittelsbacherplatz 2 LZF, Fürth-Bislohe continuously to increase company value. D-80333 Munich Intranet http://c4bs.spls.de/ We at Siemens do not measure value solely in terms of short-term profitability. For Federal Republic of Germany Fax +49 911 654-4271 Internet http://www.siemens.com German Order no. -
Fujitsu Siemens Computers (Holding) BV And
COMPETITION TRIBUNAL REPUBLIC OF SOUTH AFRICA Case No: 26/LM/Mar06 In the large merger between: Fujitsu Siemens Computers (Holding) BV and Siemens Services Newco (Pty) Ltd Reasons for Decision _________________________________________________________________ APPROVAL 1. On 16 May 2006 the Competition Tribunal issued a merger clearance certificate approving the merger between Fujitsu Siemens Computers (Holding) B.V and Siemens IT Services Newco (Proprietary) Limited. The reasons appear below. THE PARTIES 2. The acquiring firm is Fujitsu Siemens Computers (Holding) B.V. (ªFSCº) which has it registered offices in the Netherlands.1 FSC is jointly controlled by Siemens Aktiengesellschaft (Germany) (ªSiemensº), and Fujitsu Limited (ªFujitsuº) in equal proportions.2 3. FSC wholly owns Fujitsu Siemens Computer (Proprietary) Limited (ªFujitsu Siemens SAº) which has its registered offices in Midrand, South Africa. 4. Siemens and Fujitsu control various firms in South Africa.3The Siemens 1 Its principal place of business is Het Kwatdrant 1,3606 AZ Maarsen, Netherlands. 2 Siemens and Fujitsu jointly control FSC each owning 50% of the issued share capital in FSC. Siemens is a Germany company and Fujitsu is a Japanese company. 3 The comprehensive list of all the firms controlled by Siemens and Fujitsu in South Africa is attached as subsidiaries operate directly under the control of Siemens in Germany. Fujitsu subsidiaries operate directly under the control of Fujitsu in Japan. One of Siemens' subsidiaries is Siemens Business Services (ªSBS Germanyº) and it owns 70% of the issued shares in of Siemens Business Services (Proprietary) Limited (ªSBS RSAº). SBS RSA houses the business of Product Related Services to be transferred to Siemens IT Services Newco (Pty) Ltd (ªNewcoº). -
Siemens Annual Report 2019
Annual Report 2019 siemens.com Table of contents A B C Combined Consolidated Additional Information Management Report Financial Statements A.1 p 2 B.1 p 76 C.1 p 150 Organization of the Siemens Group Consolidated Statements Responsibility Statement and basis of presentation of Income C.2 p 151 A.2 p 3 B.2 p 77 Independent Auditor ʼs Report Financial performance system Consolidated Statements of Comprehensive Income C.3 p 157 A.3 p 5 Report of the Supervisory Board Segment information B.3 p 78 Consolidated Statements C.4 p 162 A.4 p 16 of Financial Position Corporate Governance Results of operations B.4 p 79 C.5 p 174 A.5 p 19 Consolidated Statements Notes and forward- looking Net assets position of Cash Flows statements B.5 p 80 A.6 p 20 Financial position Consolidated Statements of Changes in Equity A.7 p 24 B.6 p 82 Overall assessment of the economic position Notes to Consolidated Financial Statements A.8 p 26 Report on expected developments and associated material opportunities and risks A.9 p 38 Siemens AG A.10 p 40 Compensation Report A.11 p 71 Takeover-relevant information Combined Management Report Pages 1 – 74 A.1 Organization of the Siemens Group and basis of pr esentation Siemens is a technology company that is active in nearly all coun- Non-financial matters of the Group tries of the world, focusing on the areas of automation and digi- and Siemens AG talization in the process and manufacturing industries, intelligent Siemens has policies for environmental, employee and social infrastructure for buildings and distributed energy systems, con- matters, for the respect of human rights, and anti-corruption and ventional and renewable power generation and power distribu- bribery matters, among others. -
Siemens Annual Report 2020
Annual Report 2020 Table of A. contents Combined Management Report A.1 Organization of the Siemens Group and basis of presentation 2 A.2 Financial performance system 3 A.3 Segment information 6 A.4 Results of operations 18 A.5 Net assets position 22 A.6 Financial position 23 A.7 Overall assessment of the economic position 27 A.8 Report on expected developments and as sociated material opportunities and risks 29 A.9 Siemens AG 46 A.10 Compensation Report 50 A.11 Takeover-relevant information 82 B. Consolidated Financial Statements B.1 Consolidated Statements of Income 88 B.2 Consolidated Statements of Comprehensive Income 89 B.3 Consolidated Statements of Financial Position 90 B.4 Consolidated Statements of Cash Flows 92 B.5 Consolidated Statements of Changes in Equity 94 B.6 Notes to Consolidated Financial Statements 96 C. Additional Information C.1 Responsibility Statement 166 C.2 Independent Auditor ʼs Report 167 C.3 Report of the Super visory Board 176 C.4 Corporate Governance 184 C.5 Notes and forward-looking s tatements 199 PAGES 1 – 86 A. Combined Management Report Combined Management Report A.1 Organization of the Siemens Group and basis of presentation A.1 Organization of the Siemens Group and basis of presentation Siemens is a technology company that is active in nearly all Reconciliation to Consolidated Financial Statements is countries of the world, focusing on the areas of automation Siemens Advanta, formerly Siemens IoT Services, a stra- and digitalization in the process and manufacturing indus- tegic advisor and implementation partner in digital trans- tries, intelligent infrastructure for buildings and distributed formation and industrial internet of things (IIoT). -
Pictures of the Future
Pictures of the Future The Magazine for Research and Innovation | Special Edition: Green Technologies www.siemens.com/pof Tomorrow’s Power Grids How Vehicles, Cities and Alterna- tive Energy Sources will Interact Energy Efficiency Renewable Energy Squeezing Better Results out of Today’s Technologies Solutions for a Sustainable, Low-Carbon Future Pictures of the Future Pictures of the Future | Editorial Contents n recent weeks there have been signs vehicles at night, when electricity is Energy Efficiency Ithat the world may have left the worst of cheaper, and sell it during the day at peak the financial and economic crisis behind — prices. Electric vehicles will also have an and already some people are playing down important stabilizing function. Just a few the causes of the worst crisis in 80 years. hundred thousand electric vehicles con- However, we shouldn't ignore a simple nected to the power grid would provide 66 Scenario 2025 fact: activities aimed exclusively at short- more “balancing power” than Germany Energy-Saving Sleuth term gains don't create long-term value! currently needs to cover its demand peaks. 68 Urban Energy Analysis This is particularly true when it comes The most reliable, cheapest, and most Cities: A Better Energy Picture to climate change. Current efforts to limit environmentally-friendly source of energy 71 Trends: Energy for Everyone warming are based on the expectation that is reduced consumption. That’s why there’s Light at the End of the Tunnel the global community will set course to- a huge need for energy-efficient technolo- 73 World’s Largest Gas Turbine ward a sustainable future. -
Florian Martens to Head Global Media Relations and Executive Communications
Press Munich, March 13, 2020 Florian Martens to head Global Media Relations and Executive Communications Successor to Robin Zimmermann, new Head of Communications at Siemens Energy Overall responsibility for global media relations and coordination of Managing Board communications Many years of international communications experience and extensive media network Florian Martens (42) has been appointed the new Head of Global Media Relations and Executive Communications at Siemens AG, effective June 15, 2020. He succeeds Robin Zimmermann (49), who is now the Head of Communications at Siemens Energy. In addition to global media relations, Martens will be responsible for coordinating the Managing Board’s executive communications. Martens joins Siemens from Daimler AG, where he has been responsible for communications at Daimler Trucks & Buses (Daimler Truck AG), the world’s largest commercial vehicle manufacturer, since 2013. He previously held a wide range of leadership positions in and outside Germany, including positions in global communications and product strategy at Mercedes-Benz Passenger Cars. “We’re very pleased to have won Florian Martens for Siemens. He has extensive international experience in all communications disciplines and an excellent national and international media network. He also has a deep understanding of business and has proven leadership qualities in a time of digital transformation,” said Clarissa Haller, Head of Siemens Communications. Siemens AG Werner-von-Siemens-Strasse 1 Communications 80333 Munich Head: Clarissa Haller Germany Reference number: COPR202003135833EN Page 1/2 Siemens AG Press Release “I’m looking forward very much to my new task at Siemens, accompanying and supporting communications at the global company as it moves into the future. -
Corporate Responsibility Report 2006
Corporate Responsibility Report 2006 Facts, figures and other information on the 2006 fiscal year www.siemens.com/corporate_responsibility Corporate Responsibility Report 2006 Content Siemens in Profile We provide facts and figures on Siemens in fiscal 2006, including key performance figures and information on our business areas, our corporate structure, Siemens worldwide, markets and competition, and our portfolio. 4 Corporate Responsibility Strategy Corporate responsibility is one of the enablers in our new company program Fit4 2010 and has a high priority in our corporate strategy. 5 Our goals We have set ourselves clear goals in a number of key areas and will report regularly on our progress on achieving them. 6 Company We report here on corporate governance, compliance, suppliers, and risk management in fiscal 2006. 8 Environment This section presents facts and figures on product stewardship and industrial environmental protection and information on our reporting methodology and management system. Climate protection is among the key topics. 10 Society Besides key citizenship programs like Siemens Generation21 and Caring Hands, this section spotlights occupational health and safety at Siemens and provides facts and figures on our global workforce. 32 Evaluation and Reporting Approach In fiscal 2006, Siemens was again listed on major indices and received numerous awards. In this chapter we also publish the details of our reporting approach. 63 2 Preface Facts, figures and other information As a global business operating in over 190 countries, Siemens is influenced by a variety of cultures, religions, values and mentalities. In many countries, the company has been an integral part of the economy and society for decades. -
Annual Report 2005 Key Figures
s Annual Report 2005 Key figures in millions of euros 2005 (1) 2004 (1) New orders(2) 83,791 75,789 Sales(2) 75,445 70,237 Income from continuing operations 3,058 3,450 Loss from discontinued operations, net of income taxes (810) (45) Net income 2,248 3,405 Net cash from operating and investing activities(2) (1,489) 3,015 therein: Net cash provided by operating activities 4,217 4,704 Net cash used in investing activities (5,706) (1,689) Supplemental contributions to pension trusts (included in net cash provided by (used in) operating activities) (1,496) (1,255) Net proceeds from the sale of Infineon shares (included in net cash provided by (used in) investing activities) – 1,794 Research and development expenses(2) 5,155 4,650 Shareholders’ equity (September 30) 27,117 26,855 Employees(2) (September 30, in thousands) 461 424 (1) Fiscal year from October 1 to September 30 (2) Continuing operations (excluding the discontinued mobile devices activities) Contents Letter to our Shareholders 6 Managing Board 12 Fit4More Performance and Portfolio 14 Operational Excellence 18 People Excellence 22 Corporate Responsibility 26 Group Presidents 30 Business Areas 32 Megatrends 48 Report of the Supervisory Board 64 Corporate Governance Report 72 Compensation Report 78 Information for shareholders* 88 Management’s discussion and analysis 90 Consolidated Financial Statements 136 Statement of the Managing Board 214 Independent auditors’ report 215 Supervisory Board 220 Managing Board 222 Siemens financial calendar 228 Corporate Structure** * With separate