Pre-Annual General Meeting Information • Feb 17, 2017
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Download Source FileDGAP-News: Burgenland Holding AG / Announcement of the Convening of the
General Meeting
Burgenland Holding AG: Convening of the 28th Annual General Meeting of
Burgenland Holding AG scheduled to take place on Friday, 17 March 2017,
10:15am, in the Technologiezentrum Eisenstadt, Marktstraße 3, 7000
Eisenstadt
17.02.2017 / 08:00
Announcement of the Convening of the General Meeting, transmitted by DGAP -
a service of EQS Group AG.
The issuer is solely responsible for the content of this announcement.
Burgenland Holding AG
Headquartered in Eisenstadt
FN 126613 x
ISIN: AT0000640552
Convening
of the 28th Annual General Meeting of Burgenland Holding AG
scheduled to take place on Friday, 17 March 2017, 10:15am, in the
Technologiezentrum Eisenstadt, Marktstraße 3, 7000 Eisenstadt
Agenda:
Presentation of the approved annual financial statements, of the
management report submitted by the Executive Board and the Corporate
Governance Report, including the report of the Supervisory Board for
the 2015/16 financial year as well as the proposal for the application
of profit.
Adoption of a resolution on the distribution of the net profits for the
year as shown in the annual financial statements as of 30 September
2016.
Adoption of a resolution concerning the approval of the actions of the
Executive Board and of the Supervisory Board for the 2015/16 financial
year.
Appointment of the auditor for the financial statements of the 2016/17
financial year.
Election to the Supervisory Board.
Opportunity for shareholders to inspect records pursuant to sec. 108 (3 to
4) of the Austrian Stock Corporation Act (AktG) (Article 106 (4) of the
Austrian Stock Corporation Act)
The records pursuant to Article 108 (3 to 4) of the Austrian Stock
Corporation Act may be accessed via the Company's website under www.buho.at
as registered with the Commercial Register as from the 21st day before the
Annual General Meeting, i.e., from 24 February 2017. The Company's website
also provides access to the model forms for granting and revoking a power
of attorney pursuant to Article 114 of the Austrian Stock Corporation Act.
Reminder to the shareholders of their rights pursuant to Articles 109, 110
and 118 of the Austrian Stock Corporation Act (Article 106 (5) of the
Austrian Stock Corporation Act)
Pursuant to Article 109 of the Austrian Stock Corporation Act, shareholders
the total of whose shares add up to 5% of the Company's share capital are
entitled to demand, in writing, that certain items determined by them be
included in the agenda of the subsequent Annual General Meeting and
publicized accordingly. Each item requested to be included in the agenda
must be accompanied by a draft resolution including a statement of reasons.
The applicants must have held their shares for at least three months before
the filing of the respective request. The shareholders' request must have
been received by the Company not later than on the 21st day before the
Annual General Meeting, i.e., on or before 24 February 2017.
Pursuant to Article 110 of the Austrian Stock Corporation Act, shareholders
the total of whose shares add up to 1% of the Company's share capital are
entitled to submit to the Company, in text form (Article 13 (2) of the
Austrian Stock Corporation Act), written proposals for resolution with
regard to each individual item on the agenda and to demand that such
proposals be made accessible on the Company's website, together with the
names of the shareholders in question, the required statement of reasons
and a statement (optional) by the Executive Board or the Supervisory Board.
Such a request must be taken into account if it is received by the Company
on or before the seventh working day before the Annual General Meeting,
i.e., on or before 10 March 2017. In case of a proposal concerning the
election of a member of the Supervisory Board, the statement of reasons
will be replaced by the declaration made by the nominated person pursuant
to Article 87 (2) of the Austrian Stock Corporation Act.
Pursuant to Article 118 of the Austrian Stock Corporation Act, each
shareholder is entitled, during the Annual General Meeting, to request and
receive information concerning the Company' business, to the extent that
such information is necessary for a proper understanding of any item on the
agenda. The obligation of providing information also extends to the
Company's legal and business relationship with any of its affiliated
companies, to the situation of the Group and of the enterprises included in
the consolidated financial statements. The request for information may be
refused in cases where reasonable entrepreneurial evaluation of the subject
in question indicates that the disclosure of such information is likely to
cause a considerable disadvantage to the Company or to any of its
affiliated companies or that disclosure would lead to prosecution. A
request for information may also be refused in cases where the information
in question was accessible via the "Questions and Answers" section of the
Company's website for a minimum period of seven days before the start of
the Annual General Meeting. If you have questions the answering of which
requires some preparation time, please address them to the Company in
writing and in good time before the Annual General Meeting.
Those shareholder rights that depend on the shares having been held by the
shareholder in question over a determined period may only be exercised
subject to the provision of proof of share ownership throughout the
relevant period in each case; such proof must be provided by means of a
certificate of deposit pursuant to Article 10a of the Austrian Stock
Corporation Act. Further information concerning the shareholder rights,
particularly those pursuant to Articles 109, 110 and 118 of the Austrian
Stock Corporation Act, may also be found on the Company's website,
www.buho.at.
Proposals for additions or amendments to the agenda, proposals for
resolution and questions should be addressed to the Company by letter
(Burgenland Holding AG, attn.: Nikolaus Korab, Marktstraße 3, 7000
Eisenstadt), by fax (+43(0)1 8900 500 90) or by e-mail
([email protected]). Proposals should be attached to the
e-mail for example as a PDF. Certificates of deposit can also be submitted
via SWIFT (GIBAATWGGMS - Message Type MT598; necessary to state the ISIN
code: AT0000640552 in the text).
Record date and conditions for attending the Annual General Meeting
pursuant to Article 111 of the -Austrian Stock Corporation Act (Article 106
(6 and 7) of the Austrian Stock Corporation Act)
Pursuant to Article 111 (1) of the Austrian Stock Corporation Act, as well
as of Article 9 of the Articles of Incorporation, the right to attend the
Annual General Meeting and to exercise the shareholder rights is determined
by the shares held by the end of the tenth day before the date of the
Annual General Meeting (record date), i.e., by the shares held by the
respective shareholder at 24:00 on 7 March 2017 (CET). Shareholders wishing
to attend the Annual General Meeting and to exercise shareholder rights are
obligated to supply proof of ownership of their shares to the Company as of
the record date.
In the case of bearer shares deposited in a custody account, a certificate
of deposit pursuant to Article 10a of the Austrian Stock Corporation Act,
which must be submitted to the Company not later than by the third working
day before the Annual General Meeting, i.e., on 14 March 2017, will be
deemed sufficient proof of ownership of the shares in question as of the
record date. The certificate of deposit must have been issued by the credit
institution maintaining the custody account, which must have its seat in a
member state of the European Economic Area or in a full member state of the
OECD. As a minimum requirement, the certificate of deposit shall contain
the data required pursuant to Article 10a (2) of the Austrian Stock
Corporation Act. In cases where the certificate of deposit is intended to
be used as proof of current shareholder status, it must have been issued no
earlier than within the last seven days before submission to the Company.
Certificates of deposit will be accepted in German and in English.
Certificates of deposit must be transferred to the Company exclusively by
postal letter (Burgenland Holding AG, attn.: Nikolaus Korab, Marktstraße 3,
7000 Eisenstadt), by fax (+43(0)1 8900 500 90) or by e-mail
([email protected]). Documents should be attached to the
e-mail for example as a PDF or may be submitted via SWIFT: GIBAATWGGMS
(message type MT598; indication of ISIN AT0000640552 within the text is
absolutely necessary).
Possibility of appointing a representative pursuant to Articles 113 and 114
of the Austrian Stock Corporation Act (Article 106 (8) of the Austrian
Stock Corporation Act)
All shareholders entitled to attend the Annual General Meeting have the
right to appoint an individual or a legal person as representative, namely
by means of a power of attorney issued in writing or in text form. The
Company itself, or any member of the Executive Board or of the Supervisory
Board, shall be entitled to act as representative exercising voting rights
only in cases where the relevant shareholder has issued explicit
instructions as to how the voting rights are to be exercised with regard to
each individual item of the agenda. The power of attorney must be issued to
a specific individual or legal person. In cases where the shareholder has
issued a power of attorney to the credit institution maintaining the
custody account (Article 10a of the Austrian Stock Corporation Act), a
declaration on the part of the latter added to the certificate of deposit,
to the effect that it has been granted a power of attorney, will be
sufficient.
Powers of attorney may be issued by means of the form provided on the
Company's website, www.buho.at, which also permits the granting of a
limited power of attorney. The power of attorney must be sent to, and kept
on file by, the Company.
Powers of attorney may be sent to the Company exclusively in written form
by letter (Burgenland Holding AG, attn.: Nikolaus Korab, Marktstraße 3,
7000 Eisenstadt), by fax (+43(0)1 8900 500 90) or by e-mail
([email protected]). Documents should be attached to the
e-mail for example as a PDF. Declarations according to Article 114 (1) line
4 may also be submitted via SWIFT: GIBAATWGGMS (Message Type MT598;
necessary to state the ISIN code: AT0000640552 in the text). On the day of
the Annual General Meeting, the delivery of the power of attorney is only
possible by hand upon the registration to the Annual General Meeting at the
place of that assembly.
The above provisions regarding the granting of the power of attorney shall
also apply, mutatis mutandis, to its revocation.
Total number of shares and voting rights as of the date of the convening of
the Annual General Meeting (Article 106 (9) of the Austrian Stock
Corporation Act)
As of the date of the convening of the Annual General Meeting, the
Company's share capital amounts to EUR 21,810,000.00 and is divided into
3,000,000 no-par-value bearer shares. Each share confers one vote. As of
the date of the convening of the Annual General Meeting, the Company does
not hold own shares. There is only one class of shares.
Admittance: doors to the room in which the Annual General Meeting will be
held will be opened at 9:15am.
You may find further information concerning the conduct of the Annual
General Meeting, etc. on the Company's website www.buho.at.
Eisenstadt, February 2017
The Executive Board
17.02.2017 The DGAP Distribution Services include Regulatory Announcements,
Financial/Corporate News and Press Releases.
Archive at www.dgap.de
Language: English
Company: Burgenland Holding AG
Marktstraße 3
7000 Eisenstadt
Austria
Phone: +43 2236 200 24186
Fax: +43 2236 200 84703
E-mail: [email protected]
Internet: www.buho.at
ISIN: AT0000640552
WKN: 879095
Listed: Regulated Unofficial Market in Berlin, Stuttgart; Wien
(Amtlicher Handel / Official Market)
544797 17.02.2017
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