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Good corporate governance is essential
for maintaining the trust of customers, partners,
suppliers, shareholders and employees alike in order
to ensure the long-term profitability of the business.
The Committee on Corporate Governance in the Netherlands
issued its report ‘Recommendations on Corporate
Governance in the Netherlands’ in 1997, which
applies to listed companies. Whilst Fujitsu Siemens
Computers is not obliged to comply, we have chosen
to adopt the spirit of the recommendations. This
decision has been taken in the strong belief that
good corporate governance is essential for maintaining
the trust of customers, partners, suppliers, shareholders
and employees alike and hence in growing the business
profitably to the mutual advantage of all our stakeholders.
History and organizational structure
On October 1, 1999 Fujitsu Limited and Siemens AG
established Fujitsu Siemens Computers (Holding)
BV (“the Company”), a company registered
in the Netherlands, as a joint venture holding company
owning various trading companies, which together
comprise “the Group”. The joint venture
was formed by the merger of the business of Fujitsu
Computers (Europe) Limited (the European computer
business of Fujitsu Limited) and the Computer Systems
business in Europe, the Middle East and Africa of
Siemens AG.
The purpose of the joint venture is to serve the
needs of large enterprises, small and medium businesses
and consumers in all key markets across Europe,
the Middle East and Africa by offering one of the
world’s most complete product and solution
portfolios of world-class computer technology and
innovative IT infrastructure solutions. The Group’s
development activities are carried out in Germany
and the USA whilst manufacturing is based in Germany.
Embedded in a global co-operation, Fujitsu Siemens
Computers takes advantage of the strengths and the
innovative power of its parent companies Fujitsu
Limited and Siemens AG and serves global customer
accounts.
Fujitsu Limited, which was established in 1935 and
has its Headquarters in Tokyo (Japan), is a leading
provider of Internet-focused information technology
solutions for the global market place. It is number
3 in the world (and number 1 in Japan) in the IT
services field.
Siemens AG was founded in 1847 and its Headquarters
are in Berlin and Munich (Germany). In creating
innovative solutions in electrical engineering and
electronics, Siemens AG provides globally products
and solutions for e-business, mobile communications,
manufacturing, transportation, healthcare, energy,
lighting and financial services.
Fujitsu Limited and Siemens AG hold an equal number
of Ordinary shares in the Company and have equal
voting rights and equal rights to participate in
the distribution of profits. Each shareholder is
also entitled to receive an equal number of Ordinary
shares on any subsequent new issue of shares.
A list of the Company’s subsidiaries is given
here.
Corporate culture
Our culture is based on a strong belief in ethical
behavior by management and other employees at all
levels in the organization. We believe that every
employee must be aware of, understand and be committed
to conducting business in a manner that is consistent
with the highest ethical standards and in compliance
with all applicable laws.
The Group’s Corporate Ethics Policy sets out
the standards of behavior which are expected at
all times even though adhering to the policy may
result in a competitive disadvantage.The purpose
of the policy is to foster a working environment
where every employee conducts daily business with
honesty and integrity, which is ultimately in the
best interests of Fujitsu Siemens Computers.
All employees are required to report known or suspected
ethics violations. Under no circumstances will there
be retaliation against any employee for reporting,
in good faith, a suspected violation. Indeed it
is a major violation of the policy to conceal or
cover up an ethics violation.
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