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    SAP SE Corporate Governance

    贵州11选五遗漏查询 www.xv-j.com At SAP, we believe that we have a responsibility to maintain shareholder, customer, and employee confidence in the Company's high standards of governance and accountability. This confidence is essential to everything we do in business and allows us to measure our level of success.


    Corporate Governance Structure

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    SAP is an European Company (Societas Europaea, SE) which is a supranational legal form under European law for commercial enterprises within the territory of the European Union. SAP sees effective corporate governance as critical to achieving corporate goals and increasing the company's value. Naturally, openness about the company's corporate governance principles, practice, and structure is itself an important element in SAP's policy.

    Letter from Hasso Plattner to Our Shareholders

    Previous Next

    Prof. Dr. h.c. mult. Hasso Plattner discusses corporate governance topics in an open letter to shareholders.

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    Articles of Incorporation of SAP SE

    The basic conditions framing SAP’s set-up in corporation law terms are contained in the Articles of Incorporation.

    The articles must outline the company constitution and meet certain minimum statutory requirements. For example, SAP's Articles of Incorporation define our corporate purpose, the amount of capital stock, the share class, and the organization of our Executive Board and Supervisory Board.

    A company's articles can also include additional provisions that exceed the minimum legal requirements, as long as these are not inconsistent with the law. SAP's Articles of Incorporation include such additional provisions.

    Only the General Meeting of Shareholders can amend the content of the Articles of Incorporation, and any changes must be carried by a three-fourths majority of the votes cast.

    Articles of Incorporation of SAP SE, version dated May 17, 2018 (PDF)

    Agreement on the Involvement of Employees in SAP SE

    Due to its legal form as a Societas Europaea (SE), the German Co-Determination Act ("Mitbestimmungsgesetz") does not apply to SAP SE. The size and composition of the Supervisory Board is determined by general European SE regulations. These regulations have been implemented by the Articles of Incorporation and the Agreement on the Involvement of Employees in SAP SE, which was signed on March 10, 2014 with representatives of the European SAP employees.

    Agreement on the Involvement of Employees in SAP SE?dated March 10, 2014 (PDF)

    German Code of Corporate Governance

    Another key document is the German Corporate Government Code, adopted on February 26, 2002 by a German Government Commission established for that purpose in September 2001. The aim of the Code is to reinforce confidence in the management and oversight of German corporations by spelling out clear rules of corporate governance that are transparent for German and international investors. The Government Commission reviews the Code and publishes a revised version once a year.

    German Corporate Governance Code

    Declaration of Implementation Pursuant to the German Stock Corporation Act, Section 161

    Every year, the Supervisory Board and the Executive Board make a declaration, as required by the German Stock Corporation Act, section 161, stating that SAP has implemented and will follow the Code or identifying any recommendations in the Code that we do not, or will not, follow.

    As required by the German Stock Corporation Act, section 161, we publish a declaration every year that reports in detail on our implementation of the recommendations in the German Corporate Governance Code.

    Since February 2018, the Declaration of Implementation does not contain any deviations from the recommendations of the GCGC.


    Declaration of implementation of the German Corporate Governance Code of October 2018:


    SAP's previous declarations of implementation of the Code:

    Code of Conduct for Employees

    The Code of Business Conduct expresses the high standard of integrity that we require from our employees in conducting the Company’s business, in terms transparent to employees and other stakeholders.

    SAP's Code of Business Conduct for Employees is a statement of the company's commitment to safeguarding our investors and customers against unfair competitive practices, corruption, or misleading statements. The code is binding for all employees and sets the standard for all dealings with customers, partners, competitors, and vendors.

    International differences in culture, language, and legal and social systems make the adoption of a uniform code of business conduct across the entire SAP Group somewhat difficult. As a result, SAP has set forth a master code consisting of minimum standards. In turn, each company within the SAP Group must adopt a similar code that meets at least these minimum standards and may include additional or more stringent rules of conduct.

    The following code of conduct is in place for SAP SE, parent company of the SAP Group. This SAP SE code is identical to the SAP Group master code.

    Code of Business Conduct for Employees?(PDF)

    The Sarbanes-Oxley Act requires companies listed in the United States to declare whether they have a code of ethics that, at minimum, applies to certain levels of management. SAP's Code of Business Conduct for Employees meets the standards set by the Sarbanes-Oxley Act and the regulations pursuant to the act.

    Questions?

    To learn more about the code or to report potential violations, e-mail SAP at?[email protected]?or call us at?+1 877-587-8605 (toll free in the U.S.) or?+49 6227 7 40022 (Germany). SAP prohibits all forms of bribery or corruption, including facilitation payments.

    Corporate Governance Statement and Corporate Governance Report

    According to Sections 315d, 289f of the German Commercial Code and the recommendation of the German Corporate Governance Code in Section 3.10 SAP SE yearly publishes a Corporate Governance Statement and a Corporate Governance Report. Both documents are available here:

    Corporate Governance Statement February 19, 2019

    Corporate Governance Statement?(PDF)
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    Corporate-Governance-Report 2018

    The Corporate Governance Report 2018 is in the SAP Integrated Report.

    Rules of Procedure SAP SE Executive Board

    The Executive Board must manage the Company in accordance with the law, the Articles of Incorporation, and its Rules of Procedure.

    Rules of Procedure Executive Board SAP SE, version dated September 2018 (PDF)

    Rules of Procedure Supervisory Board SAP SE

    The Supervisory Board conducts its business in accordance with the provisions of the law, the Articles of Incorporation, and its Rules of Procedure.

    Rules of Procedure Supervisory Board SAP SE, version dated May 21st, 2014 (PDF)

    Profile of Skills and Expertise for the Supervisory Board of SAP SE

    The proper consultation with and supervision of the Executive Board requires specific knowledge, capabilities, and professional experience among the members of the Supervisory Board. To this end, the Supervisory Board of SAP SE adopted a profile of the skills and expertise that the full Supervisory Board must possess. It thus follows the recommendation in section 5.4.1 (2) of the German Corporate Governance Code.

    Profile of Skills and Expertise for the Supervisory Board of SAP SE(PDF)

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  • 推进58个重点项目 杭州加快钱塘江金融港湾建设 2019-03-21
  • 热巴窦骁携手演绎经典神话 2019-03-21
  • “苦口婆心,仁至义尽。丢掉幻想,准备斗争。”! 2019-03-18
  • 你的第一段就认识错误。中国人如果认为神赐就能有幸福,就不会有后羿射日精卫填海愚公移山的故事了。中华文明世界观推导出的方法论就是八个字,事在人为,人定胜天。 2019-03-07
  • 【大家谈】新时代干部需“底气十足” 2019-02-26
  • 提前查分、黑客改分?面对高考招生诈骗该怎么做 2019-02-26
  • 佛教中常说的看破红尘是什么意思? 2019-01-30
  • 【波士通达奔驰车型报价】波士通达奔驰4S店车型价格 2019-01-11
  • [酷]此文已经把马克思理论、边际理论、人类需求层次理论、生物学理论、心理学理论、社会管理学理论等理论在哲学层面完美融合了! 2019-01-11
  • [雷人]蠢货!土地处于不同的城市和地段,关联的资源不一样,价值也不一样。不然给咱俩同样面积的土地,咱的在北上广深,你的在边远山区,你干么? 2019-01-10