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Etude de l'AG du 31/01/2018

Item 6c: We recommend to oppose the election of Benoît Potier to the Supervisory Board until the AGM 2023 due to concerns over aggregate time commitments.
General: In September 2017, Siemens and Alstom S.A. signed a memorandum of understanding to combine the companies' rail businesses in a 'merger of equals'. According to the memorandum, Siemens will receive newly issued shares in the combined company ('Siemens Alstom') representing 50% of the share capital assuming full dilution through exercise of all potentially dilutive securities and share-based payment plans. Furthermore, Siemens will receive warrants allowing it to acquire additional shares representing 2% of the share capital, which can be exercised earliest four years after closing of the transaction. The transaction will be subject to the approval of Alstom's shareholders, anticipated in the second quarter of 2018. The cloasing of the transaction is expected at the end of 2018, following clearance from relevant antitrust and regulatory authorities.
In November 2017, Siemens announced that it plans to publicly list a minority stake in its separately managed business segment Siemens Healthineers on the Prime Standard segment of the Frankfurt Stock Exchange during the first half of 2018. At the time of preparation of this report, further information have however yet to be disclosed. In financial year 2016/2017, Healthineers generated EUR 13.79bn in revenues (16.60% of total revenues), its income representing 29.98% of total consolidated income from continuing operations before taxes, and its profit margin being among the highest in the Company at 18.1%.

Siemens AG

Siemens is a technology company. Co.'s Energy sector provides a range of products, solutions and services for generating and transmitting power. The Healthcare sector provides customers a range of medical solutions across the treatment chain. The Industry sector supplies products and solutions for industrial companies, primarily in the process and manufacturing industries. The Infrastructure & Cities sector provides a range of technologies that accelerates the capabilities of metropolitan centers and urban infrastructures. The Investments segment is comprised of Co.'s equity stakes in other companies. The Financial Services segment provides business-to-business financial solutions.


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