Court Upholds Shareholders’ Decisions (Web Message)

Press Release | October 12, 2006 by SAP News

Walldorf

Disclaimer:
Certain information contained in this press release including software license revenue, operating income, income before income tax, net income and earnings per share in the third quarter 2006 as well as operating income, income before income tax and net income in the second quarter 2006 is incorrect and has been superseded by information contained in footnote 2 (on page 23) and footnote 4 (on pages 24-27) of SAP’s press release dated January 24, 2007 announcing SAP’s 2006 preliminary results. The January 24, 2007 press release was furnished to the US Securities and Exchange Commission under cover of Form 6-K on January 25, 2007 – a link is attached here for convenience http://www.sec.gov/Archives/edgar/data/1000184/000132693207000040/f01530exv99w1.htm. Please read those footnotes carefully before reviewing this press release and please disregard any information contained herein insofar as it relates to information that has been superseded (including figures derived from superseded information such as software and product revenue growth, operating margin and operating and net income growth).

The Heidelberg district court, a court of first instance, has rejected challenges filed against resolutions of the SAP AG 2006 Annual General Meeting of Shareholders. In particular, the court declined to overturn the Shareholder Meeting’s resolution to increase the Company’s subscribed capital using corporate funds.

The decision confirms the same court’s September 20, 2006 ruling, which granted SAP AG an interim release permitting the Company to proceed with the subscribed capital increase while the main actions, the challenges, were still before the court. That interim release decision was immediately appealed by one of the plaintiffs, so the subscribed capital increase is blocked until the Karlsruhe regional appellate court hears the appeal on the interim release. The plaintiffs also have a month in which to appeal the judgment on the main actions. The Company will provide information on the court proceedings and the expected timing of the bonus share issue as soon as this is foreseeable.

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