Porsche 2006 Annual Report Download - page 6

The judges’ verdict was clear and unambiguous: The restriction of
voting rights to 20 percent set forth so far in the VW Act contra-
dicts legal standards and requirements. Passing this judgment on
23 October 2007, the European Court of Justice in Luxembourg
thus put an end to an era which was actually long obsolete and no
longer applicable in a world of free capital exchange.
Hence, Volkswagen must now abide by the same rules and standards
also applicable to other companies: The weight and balance of votes
at the General Meeting depends on the number of shares held.
A further point is that the State of Lower Saxony and the Federal
Republic of Germany, according to the judgment passed by the
Court, have lost their right previously set forth in the VW Act to each
delegate two Members to the Volkswagen Supervisory Board as soon
as they hold just more than one share in VW. In future, therefore,
all Members of the Supervisory Board representing the sharehol-
ders will be appointed by the General Meeting, as is also the case
with other companies quoted on the stock exchange.
With Porsche being the largest shareholder in Volkswagen AG,
this ruling means that for the first time we are now able to fully
exercise our voting rights of currently just over 30 per cent.
There can be absolutely no doubt that the Volkswagen Group will
benefit from our involvement: It is our intention to be a lasting and
reliable partner for Europe’s largest carmaker. And we know that
both the shareholders and employees of Porsche and Volkswagen
alike fully endorse and support the commitment we are making.
They welcome our clear intention to protect one of the most ima-
ginative, interesting and exciting carmakers in the world from the
risk of possibly being stripped of its assets and literally taken to
pieces. And now – we see this without the slightest feeling of per-
sonal satisfaction – even the most critical analysts and experts in
the capital market accept and endorse our strategy, even though
originally they were somewhat sceptical about the assumption of
our stake in Volkswagen.
The world of finance has therefore also recognised our long-term ob-
jective: Porsche sees itself not merely as an investor in Volkswagen,
but rather as a strategic and industrial partner. Our commitment
benefits both our Company and Volkswagen alike. Our cooperation
already encompassing important areas of technology such as the
development of the next generation of our Sports Utility Vehicle and
hybrid drive will be expanded to other areas and activities. And we
are firmly convinced that Volkswagen in the long run will succeed in
moving up to the world’s No 1 in our industry, Toyota, in terms of both
profitability and its product portfolio. This, we are convinced, is the
most promising way to secure jobs at Volkswagen also in the long term.
We fully understand and realise that such certainty is essential in
order to maintain secure jobs and a reliable, calculable income, thus
successfully meeting the challenges of the future together. Indeed,
this is clear and undeniable, nobody wishes to change this convic-
tion. Quite simply because only he who has the full support of the
employees can be a winner in the global market. And we are obliged
to take on the major players in the global automobile monopoly in
all kinds of different markets and segments, and to win against this
competition. For those competitors have for a long time established
their position and are looking for nothing but a soft spot in the flanks
of Porsche and Volkswagen.
Given this situation, it was only logical for us to submit a mandatory
offer to Volkswagen shareholders, which is precisely what we did in
March 2007 when increasing our share in the Volkswagen Group to
more than 30 per cent. This helped us avoid becoming involved in a
possible competition among bidders, having to pitch our resources
against other investors. And it gave us the flexibility required for
taking further steps with VW.
We were then particularly happy to note the support of our share-
holders in the realignment of the Company at our Extraordinary
General Meeting on June 26, 2007. There can be no doubt, there-
fore, that June 26, 2007 was a historical date, the day on which we
received the go-ahead for changing the structure of the Company
into a Holding. The step taken in this way served to provide a clear
distinction and separation between Porsche’s operative business,
on the one hand, and Porsche’s stake in Volkswagen, on the other.
This ensures that also in future Porsche will remain Porsche – and –
VW will remain VW.
Establishing the Holding, we have also created a corporate unit
responsible for the management of our business interests. Indeed,
while this might appear at first sight to be nothing but a simple
administrative act, the process involved has a far-reaching impact –
for you as shareholders, for the partner families in the Group, for
the Board of Management, for our Senior Managers, and for the
workforce of our Company as a whole.
The reason, quite simply, is that our Company is being realigned
on the basis of these decisions taken by the General Meeting. The
Holding forms a roof for the companies involved and is changing
both its name into Porsche Automobil Holding and its legal status
into a European joint-stock company, a so-called Societas Europaea
or SE for short. In future you will see this new name mainly in its
abbreviation Porsche SE when involving our Company.
As you will certainly have noticed, the cover on this Annual Report
already comes in our new corporate identity.
Porsche will remain Porsche also in Future
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