Terms and conditions

Terms and conditions of use and notes for the Internet Service for shareholders

These terms and conditions of use and notes apply to all shareholders and their proxy representatives using the Internet Service, available at www.siemens.com/agm-service, as part of virtual Shareholders’ Meetings on the basis of the Act on Measures in Corporate Law, Cooperatives Law, Associations Law, Trust Law, and Real Estate Owner Law to Combat the Effects of the COVID-19 Pandemic of March 27, 2020 (Federal Law Gazette I No. 14 2020, p. 570). These terms and conditions of use and notes apply to notification of attendance at Shareholders’ Meetings of Siemens AG, absentee voting online, appointment of a proxy and submission of voting instructions or changes thereof and to the use of the possibility to ask questions, declare objections and inspect the list of attendance. They also apply to all shareholders and their proxy representatives who follow the live transmission of the entire Shareholders’ Meetings on the Internet as well as to all shareholders who have registered for electronic delivery of invitations to Shareholders’ Meetings using an Access Password selected by themselves. Electronic delivery comprises, in particular, e-mail. Siemens AG reserves the right to decide whether it offers electronic means of delivery and, if so, which ones.

The technical and organizational measures we have taken to ensure the availability and performance of our Internet Service as well as data security comply with the state of the art. However, given the current state of the art, fluctuations and disruptions may still occur in the availability, performance, stability, and reliability of our Internet Service. Neither Siemens AG nor the service providers it commissions nor your appointed proxy representatives of Siemens AG, intermediaries (e.g. credit institutions), shareholders’ associations, proxy advisors or persons who tender the service commercially to shareholders of exercising their voting right at the shareholders’ meeting (hereinafter referred to together as “intermediaries”) have control over the availability, performance, stability, and reliability of the telecommunications network or of the Internet services and network elements provided by third parties. Neither Siemens AG nor its proxy representatives can guarantee, or accept any liability for, the availability, performance, stability, and reliability of the telecommunications network, or of the Internet services and network elements provided by third parties, or for uninterrupted access to our Internet Service. Furthermore, Siemens AG and its proxy representatives accept no responsibility whatsoever for errors and defects in the hardware and software used for the Internet Service or for the live transmission of the Shareholders’ Meeting on the Internet, including the hardware and software of the service providers involved, provided there has been no intentional wrongdoing or gross negligence. If deemed necessary for security reasons, Siemens AG reserves the right to suspend or discontinue the Internet Service without further notice. If you experience any technical problems, please contact us by e-mail at hv-service.siemens@adeus.de. From the day on which the invitations to Shareholders’ Meetings of Siemens AG are dispatched, you can also contact the shareholder hotline (available Monday through Friday from 9:00 a.m. to 6:00 p.m. CET/CEST) at +49 89 636 58 400 from abroad or toll-free at 0 800 10 10 676 within Germany.

a. General information

 

Shareholders who are registered in the Company’s share register may notify attendance at the Shareholders’ Meeting via the Internet Service by deciding to cast their votes by absentee voting online or by appointing the proxy representatives named by Siemens AG, the intermediaries participating in the Internet Service or third parties. Please also observe the notes in the Notice of the Shareholders’ Meeting, especially concerning the closing date of the notification period and the technical record date.

Use of our Internet Service renders any other absentee votes or proxy appointments and voting instructions using the same shareholder control number invalid.

If you have received several invitations with different shareholder control numbers, please complete the online notification of attendance at the Shareholders’ Meeting separately for each shareholder control number.

After timely notification of your attendance, you may use our Internet Service to change your online absentee votes or proxy authorization and voting instructions until the beginning of voting on the day of the Shareholders’ Meeting.

The following special circumstances apply to the use of our Internet Service for notification of attendance from intermediaries: When notifying attendance by intermediaries pursuant to a permanent proxy appointment, the proxy appointment and voting instructions cannot be displayed in the Internet Service for technical reasons. The possibility of changing how voting rights are exercised using the Internet Service remains unaffected thereby. Use of our Internet Service to change the notification of attendance renders any other notification of attendance by way of a permanent proxy appointment by an intermediary using the same shareholder control number invalid.

 

We recommend that you use our Internet Service as early as possible to ensure that, in the event of service failure, you will be able to use alternative ways, in due time and in the form required, to notify attendance, vote by absentee voting, appoint proxies and give voting instructions, provide proof of authority therefor, and update address details. In the event of service failure, shareholders who have registered for electronic delivery of invitations to Shareholders’ Meetings and therefore no longer receive registration documents by regular mail are requested to call the shareholder hotline (available Monday through Friday from 9:00 a.m. to 6:00 p.m. CET/CEST) at +49 89 636 58 400 from abroad or toll-free at 0 800 10 10 676 within Germany or send an e-mail to hv-service.siemens@adeus.de.

 

b. Access data

 

Access to our Internet Service is password-protected. The same applies to the live transmission of the Shareholders’ Meeting on the Internet. You can obtain online access by entering your Shareholder Control Number and your Personal Identification Number (PIN) or the Access Password selected by yourself. Please find your Shareholder Control Number and your Personal Identification Number in the materials sent to you. Shareholders who have registered for electronic delivery of invitations to Shareholders’ Meetings with an Access Password selected by them must use this Access Password instead of the PIN. The shareholders’ proxy representatives use the access data sent to them.

If you have forgotten your access data, please contact the shareholder hotline (available Monday through Friday from 9:00 a.m. to 6:00 p.m. CET/CEST) at +49 89 636 58 400 from abroad or toll-free at 0 800 10 10 676 within Germany or send an e-mail to hv-service.siemens@adeus.de. If you have registered for electronic delivery of invitations to Shareholders’ Meetings with an Access Password selected by yourself and have forgotten it, please use the function “Access Password forgotten?” in the Internet Service to request a temporarily valid Access Password.

 

c. Absentee voting online

 

You can use the Internet Service to cast absentee votes (absentee voting online). To do this, go to www.siemens.com/agm-service and click on “Absentee voting online”.

After timely notification of your attendance, you may submit or change your absentee votes until the beginning of voting on the day of the Shareholders’ Meeting. You may also revoke your absentee voting along with the corresponding vote and choose another method of exercising your voting rights.

Please also note in this case the special circumstances pertaining to any other form of notification of attendance by an intermediary (see point 3a. above).

 

d. Appointment of proxy representatives of Siemens AG

 

You can use the Internet Service to authorize the proxy representatives appointed by Siemens AG. To do this, go to www.siemens.com/agm-service and click on “Appoint authorized Siemens employees”.

A proxy appointment made by using our Internet Service is considered proof of authorization vis-à-vis Siemens AG.

The proxy representatives will then vote in accordance with your instructions without disclosing your name, that is, “in the name of whom it concerns”. Please note that these proxy representatives can only vote your shares on agenda items on which you have given voting instructions. The proxy representatives will not accept any instructions for requests to speak, to ask questions or submit proposals or to raise objections to resolutions of the Shareholders’ Meeting.

After timely notification of your attendance, you may submit or change your voting instructions until the beginning of voting on the day of the Shareholders’ Meeting. You may also revoke your proxy authorization along with the corresponding voting instructions and choose another method of exercising your voting rights.

Proxy representatives, including authorized intermediaries, may also be represented by proxy representatives nominated by Siemens AG in exercising voting rights in accordance with their instructions, subject to any provisions to the contrary of those represented.

Please also note in this case the special circumstances pertaining to any other form of notification of attendance by an intermediary (see point 3a. above).

 

e. Appointment of intermediaries

 

For the authorization of intermediaries, a distinction is made between those intermediaries that participate in the Internet Service and those that do not.

 

i)    You can appoint intermediaries participating in the Internet Service via the Internet Service. To do this, go to www.siemens.com/agm-service and click on “Appoint shareholders’ association or bank”.

A proxy appointment made by using our Internet Service is considered proof of authorization vis-à-vis Siemens AG.

The intermediaries will represent you without disclosing your name, that is, “in the name of whom it concerns”.

After timely notification of your attendance, you may submit or change your voting instructions until the beginning of voting on the day of the Shareholders’ Meeting. You may also revoke your proxy authorization along with the corresponding voting instructions and choose another method of exercising your voting rights.

Please also note in this case the special circumstances pertaining to any other form of notification of attendance by an intermediary (see point 3a. above).

 

ii)   If you wish to authorize an intermediary that does not participate in the Internet Service, we will be pleased to send you a proxy authorization form on request. To request it, please contact the shareholder hotline (available Monday through Friday from 9:00 a.m. to 6:00 p.m. CET/CEST) at +49 89 636 58 400 from abroad or toll-free at 0 800 10 10 676 within Germany or send an e-mail to hv-service.siemens@adeus.de.

 

 

Contact your intermediary directly for information about procedures for exercising your voting rights. Please note that many credit institutions are no longer prepared to act as proxies.

 

Only the authorized intermediary will be responsible for exercising your voting rights.

 

f. Appointment of third parties

 

You can appoint third parties who are not intermediaries via the Internet Service. To do this, go to www.siemens.com/agm-service and click on “Appoint proxy representative”.

A proxy appointment made by using our Internet Service is considered proof of authorization vis-à-vis Siemens AG.

After timely notification of your attendance, you may submit or change your proxy authorization until the beginning of voting on the day of the Shareholders’ Meeting. You may also revoke your proxy authorization and choose another method of exercising your voting rights.

The information above applies accordingly to the casting of votes by authorized third parties. In order to use the Internet Service, the authorized third parties will be sent access data after due registration by the shareholder, enabling them to exercise their rights via the Internet Service. Proxy authorization should therefore be granted as early as possible in order to enable timely receipt of the access data by the third party.

Please also note in this case the special circumstances pertaining to any other form of notification of attendance by an intermediary (see point 3a. above).

After timely notification of their attendance, shareholders or their proxy representatives may direct questions to the Managing Board in the Internet Service. To do this, go to www.siemens.com/agm-service and click on “Submit question”. Such questions must be received by Siemens AG via the Internet Service by no later than the time specified in the Notice of the Shareholders’ Meeting. It is not possible to ask questions after this time and in particular not during the virtual Shareholders’ Meeting. You can obtain online access by entering your Shareholder Control Number and your Personal Identification Number (PIN) or the Access Password selected by yourself. Please find your Shareholder Control Number and your Personal Identification Number in the materials sent to you. Shareholders who have registered for electronic delivery of invitations to Shareholders’ Meetings with an Access Password selected by them must use this Access Password instead of the PIN. The shareholders’ proxy representatives use the access data sent to them.

Shareholders who are registered as shareholders of Siemens AG in the Company’s share register and who have submitted timely notification of attendance at the Shareholders’ Meeting and their proxy representatives may, from the beginning to the end of the Shareholders’ Meeting, use the Internet Service to declare objections to resolutions of the Shareholders’ Meeting for the record. To do this, go to www.siemens.com/agm-service and click on “Declare objection”. The notary receives the objections via the Internet Service. You can obtain online access by entering your Shareholder Control Number and your Personal Identification Number (PIN) or the Access Password selected by yourself. Please find your Shareholder Control Number and your Personal Identification Number in the materials sent to you. Shareholders who have registered for electronic delivery of invitations to Shareholders’ Meetings with an Access Password selected by them must use this Access Password instead of the PIN. The shareholders’ proxy representatives use the access data sent to them.

The entire Shareholders’ Meeting will be webcast live in sound and vision for shareholders of Siemens AG and their proxy representatives as of the beginning of the Shareholders’ Meeting via the Internet Service at www.siemens.com/agm-service. You can obtain online access by entering your Shareholder Control Number and your Personal Identification Number (PIN) or the Access Password selected by yourself. Please find your Shareholder Control Number and your Personal Identification Number in the materials sent to you. Shareholders who have registered for electronic delivery of invitations to Shareholders’ Meetings with an Access Password selected by them must use this Access Password instead of the PIN. The shareholders’ proxy representatives use the access data sent to them.

 

A recording of the live transmission in its entirety will not be made. The statements by the Chairman of the Meeting and by the President and CEO on the opening of the Shareholders’ Meeting will be available after the Shareholders’ Meeting at www.siemens.com/agm.

 

The live transmission of the Shareholders’ Meeting does not enable attending the Shareholders’ Meeting within the meaning of Section 118 (1) sentence 2 of the German Stock Corporation Act (AktG).

During the virtual Shareholders’ Meeting, the list of attendance will be available via the Internet Service prior to the first vote. To do this, go to www.siemens.com/agm-service and click on “List of attendance”. You can obtain online access by entering your Shareholder Control Number and your Personal Identification Number (PIN) or the Access Password selected by yourself. Please find your Shareholder Control Number and your Personal Identification Number in the materials sent to you. Shareholders who have registered for electronic delivery of invitations to Shareholders’ Meetings with an Access Password selected by them must use this Access Password instead of the PIN. The shareholders’ proxy representatives use the access data sent to them.

a. General information

 

We require your consent in order to deliver invitations to Shareholders’ Meetings of Siemens AG to you by electronic means. You can provide this consent via our Internet Service by registering for electronic delivery of invitations to Shareholders’ Meetings using an Access Password selected by yourself.

If you successfully complete your registration no later than about seven weeks prior to a Shareholders’ Meeting of Siemens AG, the invitation to that Shareholders’ Meeting will be delivered to your registered e-mail address. Registrations that are not completed by this deadline will not take effect until the subsequent Shareholders’ Meeting.

If the invitation to the Shareholders’ Meeting is not delivered to you electronically in good time – despite your having registered for this service – please contact the shareholder hotline at +49 89 636 – 58 400 from abroad or toll-free at 0 800 – 10 10 676 within Germany (available Monday through Friday from 9:00 a.m. to 6:00 p.m. CET/CEST).

 

b. Providing your registration data

 

Electronic address

If we send you electronic messages in preparation for the Shareholders’ Meeting and receive an error message indicating that our message could not be delivered, we will resend you the invitation by regular mail. Each shareholder is responsible for ensuring that his or her registered electronic address is capable of receiving e-mails and that incoming e-mails are read. If your electronic address changes, please inform us via the Internet Service at www.siemens.com/agm-service. Please note that this feature is available to you only if you have already registered for electronic delivery of invitations to Shareholders’ Meetings using an Access Password selected by yourself.

 

Access Password

You can use the Internet Service to select an individual Access Password that is valid indefinitely. Please ensure this Access Password is kept secret. The Access Password is valid for all (i.e. virtual and in-person) Shareholders’ Meetings of Siemens AG. You will need the Access Password in the future to change your registration information and your postal address listed in the share register, as well as to use the Internet Service for all (i.e. virtual and in-person) Shareholders’ Meetings of Siemens AG.

 

c. Notification of attendance at the Shareholders’ Meeting after registration for electronic delivery

 

Once you are registered for electronic delivery, you will no longer be sent a printed form to notify attendance at the Shareholders’ Meeting to the postal address listed in the share register. Instead, we will send the invitations to Shareholders’ Meetings to your registered e-mail address only. You may notify attendance at the Shareholders’ Meeting via the Internet Service by deciding to cast your votes by absentee voting online or by appointing the proxy representatives named by Siemens AG, the intermediaries participating in the Internet Service or third parties to exercise your voting rights or – in the case of an in-person Shareholders’ Meeting – by ordering an admission ticket for yourself or another person authorized by you.

 

d. Changing your registration data; revocation of consent to electronic delivery of invitations to Shareholders’ Meetings

 

If you have already registered for electronic delivery of invitations to Shareholders’ Meetings and selected your own Access Password, you can use the Internet Service to change your e-mail address or the Access Password selected by yourself. Our Internet Service is available to you throughout the year at www.siemens.com/agm-service. If you change your e-mail address after technical preparations for the dispatch of invitations to the upcoming Shareholders’ Meeting have already commenced, we can only take your changes into consideration for the subsequent Shareholders’ Meeting.

Your consent to electronic delivery of invitations to Shareholders’ Meetings is not limited and is thus valid until further notice. You may revoke your consent at any time. To do so, please contact one of the following addresses, providing your name, Shareholder Control Number and your address: by e-mail to hv-service.siemens@adeus.de or by regular mail to Siemens Hauptversammlung, c/o ADEUS Aktienregister-Service-GmbH, 20636 Hamburg, Germany. You can also revoke your consent to electronic delivery via the Internet Service at www.siemens.com/agm-service. Please note that this feature is available to you only if you have already registered for electronic delivery of invitations to Shareholders’ Meetings using an Access Password selected by yourself.

If you revoke your consent to electronic delivery of invitations to Shareholders’ Meetings, you will receive the invitations to Shareholders’ Meetings by regular mail again. You may revoke your consent at any time. However, if the revocation does not occur until after the technical preparations for the dispatch of invitations to the upcoming Shareholders’ Meeting have already begun, it will not apply until the subsequent Shareholders’ Meeting. In that case, however, we will endeavor to send you the invitation to the current Shareholders’ Meeting by regular mail to the postal address listed in the share register as well.

 

e.  Disposal of your Siemens shares between Shareholders’ Meetings

 

If you dispose of all your Siemens shares between two Shareholders’ Meetings and then acquire shares in Siemens AG again and those shares are registered in the share register by about seven weeks before the next Shareholders’ Meeting of Siemens AG, the consent you previously provided to electronic delivery of invitations to Shareholders’ Meetings before you disposed of your shares shall continue to apply. About seven weeks before each Shareholders’ Meeting, we check which shareholders registered for electronic delivery have shares listed in the share register in order to prepare for the delivery of the invitations. If you have no shares listed in the share register at that point in time, your consent to electronic delivery of invitations to Shareholders’ Meetings is canceled automatically. If you acquire Siemens shares again at a later date and these shares are registered for you in the share register, you will receive invitations to Shareholders’ Meetings of Siemens AG by regular mail.

Please note that, in the case of shareholders registered in the share register as a community of owners (for example, husband and wife), the person using the Internet Service must have been authorized to do so by all members of the community of owners. In the case of partnerships or legal entities, the person using the Internet Service must have been authorized to do so by the partnership or legal entity for which that person is acting, or must have the right to represent the legal entity / partnership. By accessing and using our Internet Service you acknowledge that you have the appropriate authorization.

For security purposes, please do not disclose your Shareholder Control Number and your Personal Identification Number (PIN) or your Access Password to any unauthorized person.

 

If you have any reason to suspect improper activity, you should block your access by calling the shareholder hotline (available Monday through Friday from 9:00 a.m. to 6:00 p.m. CET/CEST) at +49 89 636 58 400 from abroad or toll-free at 0 800 10 10 676 within Germany or send an e-mail to hv-service.siemens@adeus.de. If you have already registered for electronic delivery of invitations to Shareholders’ Meetings using an Access Password selected by yourself, you should at least change your Access Password. Once access is blocked, you may still use alternative ways to notify attendance (provided the notification deadline has not expired), vote by absentee voting, appoint proxies, give voting instructions, provide proof of authority therefor and – in the case of an in-person Shareholders’ Meeting – order an admission ticket, and update address details in the due time and in the form required. Please note that you can use the possibility to ask questions, declare objections, inspect the list of attendance and follow the live transmission of the Shareholders’ Meeting in its entirety on the Internet only via the Internet Service at www.siemens.com/agm-service.

 

Please also make sure that you log out from the Internet Service correctly. By correctly logging out from the program, you also prevent unauthorized persons from viewing or manipulating your data during your absence. The action you perform will not be properly recorded until you receive confirmation of the transaction in question. If the transaction is interrupted prematurely (for example, by clicking on “Exit service” or by closing the window), the action you perform will not be properly recorded.

The German Stock Corporation Act (AktG) allows us to use shareholders’ data contained in the share register and shareholders’ data disclosed to us in accordance with Section 67 (4) sentences 2 and 3 of the German Stock Corporation Act (AktG) to advertise for the Company, provided that you do not object to such use of your data.

 

If you, as a shareholder listed in the share register, do not wish to receive advertising for the Company, please contact one of the following addresses, providing your name and Shareholder Control Number and your address: by e-mail to hv-service.siemens@adeus.de or by regular mail to Siemens Hauptversammlung, c/o ADEUS Aktienregister-Service-GmbH, 20636 Hamburg, Germany. You will not incur any costs for this, with the exception of the basic charges for transferring the notification.

 

Each time we use the information we have stored on you in the share register for the purpose of advertising for the Company, we will draw your attention to your right to refuse. If you object to the use of your shareholder data for advertising purposes, that in no way influences your registration for electronic delivery of invitations to Shareholders’ Meetings.

Further information on the processing of your personal data, in particular with regard to Shareholders’ Meetings and the share register, can be found at www.siemens.com/agm-privacy. You can obtain more information relating to data protection in our Data Privacy Notice at www.siemens.com/privacy. Upon request, we will gladly send you this information by regular mail, too. Please contact our shareholder hotline by e-mail to hv-service.siemens@adeus.de or by regular mail to Siemens Hauptversammlung, c/o ADEUS Aktienregister-Service-GmbH, 20636 Hamburg, Germany.