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The Corporate Governance Report of Software AG has been prepared jointly by the Executive
Board and the Supervisory Board pursuant to Section 3.10 of the German Corporate Governance
Code. In 2005, as in previous years, Software AG took additional steps to continue implementing
the standards for good, responsible corporate governance, extending them and ensuring that
they are respected throughout the Company.
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Due to new European and German regulations, we implemented additional organizational
measures to facilitate adherence to and monitoring of responsible conduct.
Even before the European Market Abuse Directive became binding national law (Investor
Protection Act), we began our preparations for the entire Group: Firstly, we established which
employees internationally have access to insider information of relevance to the capital markets.
These employees were informed of the requirements for responsible handling of insider information
and the relevant legal provisions. In addition, the management staff was familiarized
with the provisions of the Investment Protection Act as part of a continuing education program
and urged to inform employees of the particular significance of insider information as part of
the day-to-day business. Employees, management staff and service providers were included in
a new registry of persons with access to insider information to the extent required by the
Investor Protection Act.
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