Summary of the resolutions passed at the Annual General Meeting of Shareholders 2012
The shareholders or shareholder representatives attending the meeting represented 57.5% of the voting capital.
Summary of the resolutions passed at the AGM and the outcome of the voting (percentages have been rounded). (1 vote/share).
Agenda item 2
The Managing Board elucidated the Annual Report for 2011.
Agenda item 3
The Financial Statements for 2011 were adopted.
Agenda item 4a
The reserve policy and dividend policy were elucidated.
Agenda item 4b
The dividend per ordinary share to be paid for 2011 being €1.45 was declared. The final dividend (€1.00) to be made available in cash or ordinary shares at the option of the shareholder was adopted.
Agenda item 5a
The members of the Managing Board were released from liability in respect of their managerial activities; the release relates to the data revealed by the annual accounts and/or otherwise communicated to the General Meeting before the annual accounts were approved.
Agenda item 5b
The members of the Supervisory Board were released from liability in respect of their supervisory role; the release relates to the data revealed by the annual accounts and/or otherwise communicated to the General Meeting before the annual accounts were approved.
Agenda item 6a
Mr. Ewald Kist was re-appointed as member of the Supervisory Board.
Agenda item 6b
Mrs Victoria Haynes was appointed as member of the Supervisory Board.
Agenda item 6c
Mrs. Eileen Kennedy was appointed as member of the Supervisory Board.
Agenda item 7
The proposal to amend the remuneration of the members of the Supervisory Board was approved.
Agenda item 8a
The period during which the Managing Board is authorized to issue ordinary shares was extended.
Agenda item 8b
The period during which the Managing Board is authorized to limit or exclude the preferential right when issuing ordinary shares was extended.
Agenda item 9
Authorization was granted to the Managing Board to have the company repurchase own shares.
Agenda item 10
The meeting resolved to reduce the issued capital by cancellation of own shares up to a maximum of the number that is or will be bought by the company (the number of shares to be cancelled shall be determined by the Managing Board and shall be limited to a maximum of 10% of the issued capital as appearing from the Financial Statements for 2011). As a result of the granting of the authorization as requested, the authorization granted last year has been cancelled.