Annual Financial Statements of <strong>SinnerSchrader</strong> <strong>AG</strong>Notes95next commerce GmbH was established on 20 May <strong>2009</strong> as a 100 % subsidiary of <strong>SinnerSchrader</strong> <strong>AG</strong> with thegoal of expanding a new field of business, namely, e-commerce outsourcing.At the end of December <strong>2008</strong>, <strong>SinnerSchrader</strong> <strong>AG</strong> transferred its 20 % share in activeGATE GmbH, Hamburg,from 31 August <strong>2008</strong> to the co-owner in return for a share of the future revenues. The value of this participationwas completely corrected in the 2007/<strong>2008</strong> Annual Financial Statements as of 31 August <strong>2008</strong>.The participations held by <strong>SinnerSchrader</strong> Aktiengesellschaft are broken down as follows:Table 6 | Investments of <strong>SinnerSchrader</strong> <strong>AG</strong>CompanySharein %CurrencyNominalcapitalSharholders’capitalLastannual resultProfit/losstransferagreementReportingperiod<strong>SinnerSchrader</strong> DeutschlandGmbH, Hamburg, Germany 100,00 EUR 100,000 100,000 2,109,109 1) yesspot-media <strong>AG</strong>,Hamburg, Germany 100,00 EUR 76,051 865,652 836,181 1) yesspot-media consulting GmbH,Hamburg, Germany 3) 100,00 EUR 25,000 -42,279 19,983 1) yes<strong>SinnerSchrader</strong> UK Ltd.,London, Great Britain 4) 100,00 GBP 100,000 -629,854 -27,820 no<strong>SinnerSchrader</strong> Benelux BV,Rotterdam, Niederlande 4) 100,00 EUR 18,000 -185,960 -9,296 nonewtention technologies GmbH,Hamburg, Germany 100,00 EUR 740,400 -463,171 784,096 nonewtention services GmbH,Hamburg, Germany 100,00 EUR 25,000 -61,773 -4,869 nonext commerce GmbH,Hamburg, Germany 5) 100,00 EUR 25,000 125,000 n/a no01.09.08-31.08.0901.09.08-31.08.0901.09.08-31.08.0901.09.08-31.08.0901.01.08-31.12.0801.01.09-30.04.09 2)01.01.09-30.04.09 2)20.05.09-30.04.10 2)1)Before transfer of profits to <strong>SinnerSchrader</strong> <strong>AG</strong>2)Abbreviated financial year3)The company is a 100 % subsidiary of spot-media <strong>AG</strong>.4)The companies’ activities were temporarily discontinued in the previous years; the respective shares were written off in the year the activity was discontinued.Audited annual financial statements of the companies are not available.5)The company was founded in May <strong>2009</strong>, the first annual report will be issued as of 30 April 2010.5.6 Declaration of Compliance under Article 161 of the German Stock Corporation ActOn 18 December <strong>2008</strong>, the Management Board and Supervisory Board submitted the Declaration ofCompliance with the Corporate Governance Code required by Article 161 of the German Stock Corporation Actand made it permanently accessible to the shareholders on the Company’s website.
96NotesAnnual Financial Statements of <strong>SinnerSchrader</strong> <strong>AG</strong>5.7 Information According to Article 160 Para. 1 No. 8 of the German Stock Corporation ActThe Company has published the following notifications about major participations in an authorised journal ofstock exchange announcements according to Article 25 para. 1 of the Securities Trading Act:1. Thomas Dyckhoff, Germany, informed us of the following as of 9 February 2007, as a correction to hisnotifications of 18 January 2007 made on the basis of the state of knowledge as of 15 January 2007, onhis own behalf and as an agent and by proxy for the persons mentioned under letters b) to e), pursuant toArticle 21 para. 1 of the Securities Trading Act:a. The share of voting rights of Mr Thomas Dyckhoff, Germany, in <strong>SinnerSchrader</strong> <strong>AG</strong>, Völckersstraße 38,22765 Hamburg, fell below the threshold of 50 % on 13 February 2006 and now amounts to 49.9110 %(corresponding to 5,761,106 shares). Of this, 49.4782 % of the voting rights (5,711,156 shares) wereassigned to him pursuant to Article 22 para. 2 sentence 1 of the Securities Trading Act. Among other things,the shares of voting rights of the following shareholders, whose shares of voting rights were 3 % or moreeach, were added to this pursuant to Article 22 para. 2 sentence 1 of the Securities Trading Act:Matthias Schrader, Oliver Sinner, and Debby Vermögensverwaltung GmbH.b. The share of voting rights of Mr Matthias Schrader, Germany, in <strong>SinnerSchrader</strong> <strong>AG</strong>, Völckersstraße 38,22765 Hamburg, fell below the threshold of 50 % on 13 February 2006 and now amounts to 49.9110 %(corresponding to 5,761,106 shares). Of this, 29.6154 % of the voting rights (3,418,431 shares) wereassigned to him pursuant to Article 22 para. 2 sentence 1 of the Securities Trading Act. Among other things,the shares of voting rights of the following shareholders, whose shares of voting rights were 3 % or moreeach, were added to this pursuant to Article 22 para. 2 sentence 1 of the Securities Trading Act:Oliver Sinner and Debby Vermögensverwaltung GmbH.c. The share of voting rights of Mr Oliver Sinner, Germany, in <strong>SinnerSchrader</strong> <strong>AG</strong>, Völckersstraße 38,22765 Hamburg, fell below the threshold of 50 % on 13 February 2006 and now amounts to 49.9110 %(corresponding to 5,761,106 shares). Of this, 40.8211 % of the voting rights (4,711,879 shares) wereassigned to him pursuant to Article 22 para. 2 sentence 1 of the Securities Trading Act. Among other things,the shares of voting rights of the following shareholders, whose shares of voting rights were 3 % or moreeach, were added to this pursuant to Article 22 para. 2 sentence 1 of the Securities Trading Act:Matthias Schrader and Debby Vermögensverwaltung GmbH.d. The share of voting rights of Mr Detlef Wichmann, Germany, in <strong>SinnerSchrader</strong> <strong>AG</strong>, Völckersstraße 38,22765 Hamburg, fell below the threshold of 50 % on 13 February 2006 and now amounts to 49.9110 %(corresponding to 5,761,106 shares). Of this, 48.9147 % of the voting rights (5,646,106 shares) wereassigned to him pursuant to Article 22 para. 2 sentence 1 of the Securities Trading Act. Among other things,the shares of voting rights of the following shareholders, whose shares of voting rights were 3% or moreeach, were added to this pursuant to Article 22 para. 2 sentence 1 of the Securities Trading Act:Matthias Schrader, Oliver Sinner, and Debby Vermögensverwaltung GmbH.e. The share of voting rights of Mr Sebastian Dröber, Germany, in <strong>SinnerSchrader</strong> <strong>AG</strong>, Völckersstraße 38,22765 Hamburg, fell below the threshold of 50 % on 13 February 2006 and now amounts to 49.9110 %(corresponding to 5,761,106 shares). Of this, 49.3045 % of the voting rights (5,691,106 shares) wereassigned to him pursuant to Article 22 para. 2 sentence 1 of the Securities Trading Act. Among other things,the shares of voting rights of the following shareholders, whose shares of voting rights were 3 % or moreeach, were added to this pursuant to Article 22 para. 2 sentence 1 of the Securities Trading Act:Matthias Schrader, Oliver Sinner, and Debby Vermögensverwaltung GmbH.
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