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Exhibit 10.3
Amendment to Pooling Agreement 1996/II, dated 30 November 1996
among:
1. Mr. Dipl.-Ing. Xxxxxxx Xxxx,
2. Xx. Xxxxxx Xxxx,
3. the Xxxxxxx Xxxx Stiftung, a limited liability company, Walldorf,
represented by its managing director, Xxxxxxx Xxxx, who is empowered to
act alone, and who is freed from the limitations contained in Section
181 of the German Civil Code,
4. Mr. Dip.-Ing. Prof. Dr. h.c. Xxxxx Xxxxxxxx,
5. Mr. Dipl.-Phys. Xx. x.x. Xxxxx Xxxxxxx and
6. the Xxxxx Xxxxxxx Stiftung, a non-profit limited liability company,
Heidelberg, represented by its managing director Xx. x.x. Xxxxx
Xxxxxxx, who is empowered to act alone, and who is freed from the
limitations contained in Section 181 of the German Civil Code.
The addresses of the contract parties are set forth in Annex 1 to this
Agreement.
With this Amendment, the contract parties hereby amend the Pooling Agreement
1996/II, dated November 30, 1996.
Mr. Prof. Dr. h.c. Xxxxx Xxxxxxxx is no longer a party to the Pooling Agreement,
with effect as of December 7, 1998.
The following entities hereby join the Pooling Agreement in the place of Prof.
Dr. h.c. Xxxxx Xxxxxxxx:
7. the Xxxxx Xxxxxxxx GmbH & Co. Beteiligungs-KG, Walldorf, represented by
its managing partner with limited liability and procurist Prof. Dr.
h.c. Xxxxx Xxxxxxxx, who is freed from the limitations contained in
Section 181 of the German Civil Code,
8. the Xxxxx Xxxxxxxx Forderstiftung, a non-profit limited liability
company, Walldorf, represented by its managing director Prof. Dr. h.c.
Xxxxx Xxxxxxxx, who is empowered to act alone, and who is freed from
the limitations contained in Section 181 of the German Civil Code.
The joining of the shareholders referred to under Nos. 7 and 8 is effected
with respect to the shares previously held by Prof. Dr. h.c. Xxxxx Xxxxxxxx,
which were shares subject to the pooling arrangements.
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The Pooling Agreement, dated November 30, 1996, is hereby amended as follows:
Section 1 No. 1 is amended to read as follows:
1. The Pooling Shareholders hereby pool the following number of ordinary
shares of SAP as well as any voting rights resulting therefrom, without
forming assets of a company:
Portion of the
voting shares of the
Number of Shares capital of SAP
---------------- --------------
Mr. Xxxxxxx Xxxx 1,920,500
Xx. Xxxxxx Xxxx 602,000
Xxxxxxx Xxxx Stiftung GmbH 9,339,100
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Subtotal for the Xxxx Family and Xxxx Stiftung 11,861,600 19.44524%
Xxxxx Xxxxxxxx GmbH & Co. Beteiligungs-KG 7,582,500
Xxxxx Xxxxxxxx Foerderstiftung, gemeinnuetzige GmbH 2,100,000
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Subtotal for the companies of Xx. Xxxxxxxx 9,682,500 15.87295%
Xx. x.x. Xxxxx Xxxxxxx 1,904,400
Xxxxx Xxxxxxx Stiftung gGmbh 7,051,600
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Subtotal for Xx. Xxxxxxx and the Tschira Stiftung 8,956,000 14.68197%
Total 30,500,100 50.00016%
========== ========
The Agreement remains otherwise unaffected.
Walldorf, December 7, 1999
To the extent that this Agreement is signed on behalf of any party by a
representative who also represents other parties to this Agreement, such
representative is freed from the limitations of Section 181 of the German Civil
Code.
/s/ Xxxxxxx Xxxx
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Xxxxxxx Xxxx
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/s/ Xxxxxx Xxxx
------------------------------
Xxxxxx Xxxx
/s/ Xxxxxxx Xxxx
------------------------------
Xxxxxxx Xxxx Stiftung, a limited liability company, represented
by its managing director, Xxxxxxx Xxxx, who is empowered to act alone
/s/ Xxxxx Xxxxxxxx
------------------------------
Dipl.-Ing. Prof. Dr. h.c. Xxxxx Xxxxxxxx
/s/ Xxxxx Xxxxxxxx
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Xxxxx Xxxxxxxx GmbH & Co. Beteiligungs-KG,
represented by its managing partner with limited liability
and procurist Prof. Dr. h.c. Xxxxx Xxxxxxxx
/s/ Xxxxx Xxxxxxxx
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Xxxxx Xxxxxxxx Foerderstiftung, a non-profit
limited liability company, represented by its
managing director Prof. Dr. h.c. Xxxxx Xxxxxxxx
/s/ Xxxxx Xxxxxxx
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Xx. x.x. Xxxxx Xxxxxxx
/s/ Xxxxx Xxxxxxx
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Xxxxx Xxxxxxx Stiftung, a non-profit limited
liability company, represented by its
managing director Xx. x.x. Xxxxx Xxxxxxx,
who is empowered to act alone
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