Legal challenge to change in SAP share capital (Web Message)

May 24, 2006 by SAP News

WALLDORFSAP AG (NYSE: SAP) today announced that a
shareholder has filed a legal challenge with the Heidelberg District Court against the Company’s
increase in subscribed capital from corporate funds. The increase had been approved at the
Annual Shareholder Meeting on May 9, 2006, with a majority of 99.88%.

As a result of the legal challenge, the share capital change will not be entered
immediately in the Commercial Register at the Mannheim Municipal Court, and the issue of
additional shares (“bonus shares”) to SAP AG shareholders will be delayed. The timing of the
increase in subscribed capital from corporate funds will depend on the legal proceedings. SAP
will issue an update on the case and the timing of the subscribed capital increase as soon as it
becomes clear when this will take place.

About SAP
SAP is the world’s leading provider of business software*. Today, more than 33,200 customers in more than 120
countries run SAP® applications—from distinct solutions addressing the needs of small and midsize enterprises to
suite offerings for global organizations. Powered by the SAP NetWeaver® platform to drive innovation and enable
business change, SAP software helps enterprises of all sizes around the world improve customer relationships,
enhance partner collaboration and create efficiencies across their supply chains and business operations. SAP
solution portfolios support the unique business processes of more than 25 industries, including high tech, retail,
financial services, healthcare and the public sector. With subsidiaries in more than 50 countries, the company is
listed on several exchanges, including the Frankfurt stock exchange and NYSE under the symbol “SAP.”
(Additional information at <http://www.sap.com>)

(*) SAP defines business software as comprising enterprise resource planning and related applications such as supply chain management,
customer relationship management, product life-cycle management and supplier relationship management.

Any statements contained in this document that are not historical facts are forward-looking statements as defined in the U.S. Private Securities
Litigation Reform Act of 1995. Words such as “anticipate,” “believe,” “estimate,” “expect,” “forecast,” “intend,” “may,” “plan,” “project,”
“predict,” “should” and “will” and similar expressions as they relate to SAP are intended to identify such forward-looking statements. SAP
undertakes no obligation to publicly update or revise any forward-looking statements. All forward-looking statements are subject to various risks
and uncertainties that could cause actual results to differ materially from expectations The factors that could affect SAP’s future financial results
are discussed more fully in SAP’s filings with the U.S. Securities and Exchange Commission (“SEC”), including SAP’s most recent Annual
Report on Form 20-F filed with the SEC. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak
only as of their dates.

Copyright © 2006 SAP AG. All rights reserved.
SAP, R/3, mySAP, mySAP.com, xApps, xApp, SAP NetWeaver and other SAP products and services mentioned herein as
well as their respective logos are trademarks or registered trademarks of SAP AG in Germany and in several other countries
all over the world. All other product and service names mentioned are the trademarks of their respective companies. Data
contained in this document serve informational purposes only. National product specifications may vary.

For more information, press only:
Herbert Heitmann, +49 (6227) 7-61137, herbert.heitmann@sap.com, CET
Tony Roddam, +49 (6227) 7-49133, tony.roddam@sap.com, CET
Frank Hartmann, +49 (6227) 7-42548, f.hartmann@sap.com, CET

For more information, financial community only:
Stefan Gruber, +49 (6227) 7-44872, investor@sap.com, CET
Martin Cohen, +1 (212) 653-9619, investor@sap.com, EST

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