Siemens 2006 Annual Report Download - page 205

Notes to Consolidated Financial Statements
(in millions of €, except where otherwise stated and per share amounts) 201
23 Shareholders’ equity
Common stock and Additional paid-in capital
As of September 30, 2006, the Company’s common stock totaled €2,673 divided into 891,087
thousand shares with no par value and a notional value of €3.00 per share. Each share of
common stock is entitled to one vote.
As of September 30, 2005, the Company’s common stock totaled €2,673 representing
891,085 thousand shares.
The following table provides a summary of outstanding capital and the changes in author-
ized and conditional capital for fiscal years 2006 and 2005:
Capital increases
In fiscal 2006, common stock increased by approximately €6 thousand through the issuance
of approximately 2 thousand shares from the conditional capital for the conversion of €0.1 of
the Company’s convertible notes. See Note 20 for additional information. No such increase
occurred in fiscal 2005.
In fiscal 2005, common stock increased by €29 thousand through the issuance of 9 thou-
sand shares from the conditional capital as settlement to former shareholders of Siemens
Nixdorf Informationssysteme AG (SNI AG). No such increase occurred in fiscal 2006, since
the Company repurchased its own common stock to accommodate such settlement.
Authorized, unissued capital
On September 30, 2006 and 2005, the Company’s authorized but unissued capital totaled
€675 and €667 or 225,000 thousand and 222,210 thousand common shares, respectively.
On January 26, 2006 the Company’s shareholders authorized the Managing Board to
increase, with the approval of the Supervisory Board, capital stock by up to €75 through the
issuance of up to 25 million shares of no par value registered in the names of the holders
against contributions in cash (Authorized Capital 2006). The authorization may be imple-
mented in installments. Pre-emptive rights of existing shareholders are excluded. The new
shares shall be issued under the condition that they are offered exclusively to employees of
Siemens AG and its subsidiaries, provided these subsidiaries are not listed companies them-
selves and do not have their own employee stock schemes. The Managing Board is authorized
to determine, with the approval of the Supervisory Board, the further content of the rights
embodied in the shares and the terms and conditions of the share issue. Authorized Capital
2006 replaced the outstanding Authorized Capital 2001/II of €67 (representing approximately
22 million shares) and will expire on January 25, 2011.
Notes to Consolidated Financial Statements
Common stock Authorized capital Conditional capital
(authorized and issued) (not issued) (not issued)
in in in in in in
thousands thousand thousands thousand thousands thousand
of € shares of € shares of € shares
As of October 1, 2004 2,673,227 891,076 666,630 222,210 925,516 308,505
Settlement to former SNI shareholders 29 9 – – (29) (9)
As of September 30, 2005 2,673,256 891,085 666,630 222,210 925,487 308,496
Conversion 1.375% 2003/2010 EUR convertible notes 6 2 – – (6) (2)
New approved capital – – 75,000 25,000 – –
Expired capital – – (66,630) (22,210) – –
As of September 30, 2006 2,673,262 891,087 675,000 225,000 925,481 308,494