Südzucker International Finance B. V. Südzucker AG ... - Xetra

Disclosure RequirementThe German Securities Trading Act requires each person whose shareholding reaches, exceeds or,after exceeding, falls below a threshold of 5%, 10%, 25 %, 50% or 75% of the voting rights of a listedcorporation to notify the relevant issuer and the German Federal Supervisory Authority for SecuritiesTrading in writing within seven calendar days after they have reached, exceeded or fallen below sucha threshold. In their notification such shareholders must also state the number of shares they hold.Such shareholders cannot exercise any rights from those shares until they have satisfied thisdisclosure requirement. In addition, the German Securities Trading Act contains various rulesdesigned to ensure the attribution of shares to the person who has effective control over the exerciseof the voting rights attached to those shares.Repurchase of Own SharesSüdzucker AG Mannheim/Ochsenfurt may not acquire its own shares unless authorized by theshareholders at the general shareholders’ meeting or in other very limited circumstances set out inthe German Stock Corporation Act. Shareholders may not grant a share repurchase authorizationlasting for more than 18 months.The rules in the German Stock Corporation Act generally limit repurchases to 10% of our sharecapital and resales must be made either on a stock exchange, in a manner that treats all shareholdersequally or in accordance with the rules that apply to preemptive rights relating to a capital increase.Südzucker AG Mannheim/Ochsenfurt is currently not authorized to repurchase its own shares.Liquidation RightsUnder the German Stock Corporation Act, the assets of the company remaining after discharge of allliabilities in the case of a liquidation will be distributed among the shareholders in proportion to thenotional par value of shares.Share Price and Market InformationThe principal trading market for the shares is the Frankfurt Stock Exchange. The shares have tradedon the Frankfurt Stock Exchange since February 1, 1927. The tables below set forth, for the periodsindicated, the high and low closing sales prices for the shares on the Frankfurt Stock Exchange, asreported by the Frankfurt Stock Exchange Xetra trading system:High Low Average(Price per share (5))Financial year ended February 28, 2003Ordinary shares . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 18.40 13.40 16.07Financial year ended February 28, 2002Ordinary shares . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 17.98 11.20 15.43Preference shares . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 17.88 12.30 15.60Financial year ended February 28, 2001Ordinary shares . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 14.50 10.10 12.06Preference shares . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 15.30 10.15 12.3967