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Flughafen Wien AG

AGM Information Apr 4, 2014

744_rns_2014-04-04_9b63619c-8346-4513-a491-db1a1469b0f1.html

AGM Information

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AGM Announcements | 4 April 2014 11:14

Flughafen Wien AG :Invitation to the 26th Annual General Meeting

Flughafen Wien AG / Announcement of the Convening of the General Meeting

04.04.2014 11:14

Announcement of the Convening of the General Meeting, transmitted by DGAP - a company of EQS Group AG.
The issuer is solely responsible for the content of this announcement.


Flughafen Wien Aktiengesellschaft, Schwechat,
FN 42984 m
ISIN AT0000911805

Invitation to the 26th Annual General Meeting

We hereby invite our shareholders to the 26th Annual General Meeting of
Flughafen Wien Aktiengesellschaft

on Monday, 5 May 2014, at 10.00 am
in the Multiversum Schwechat,
Möhringgasse 2-4.
2320 Schwechat

AGENDA

  1. Presentation of the annual financial statements and management report,
    the corporate governance report, the consolidated financial statements
    and the group management report and the report of the Supervisory Board
    on the 2013 financial year

  2. Resolution on the use of net profit

  3. Resolution on the release of the members of the Management Board from
    liability for the 2013 financial year

  4. Resolution on the release of the members of the Supervisory Board from
    liability for the 2013 financial year

  5. Election of the auditor for the financial statements and consolidated
    financial statements for the 2014 financial year

DOCUMENTATION FOR THE ANNUAL GENERAL MEETING

The following documents will be available for review on the company's
website under www.viennaairport.com at the latest on 14 April 2014 and will
also be available at the Annual General Meeting:

  • Annual financial statements and management report,

  • Corporate governance report,

  • Consolidated financial statements and group management report,

  • Recommendation for the distribution of profit,

  • Report of the Supervisory Board,

each for the 2013 financial year; as well as

  • Proposals for resolutions on points 2-5 of the agenda,

  • Form for the granting of a proxy,

  • Form for the granting of a proxy to a representative of IVA,

  • Form for the cancellation of a proxy,

  • The complete text of this invitation.

INFORMATION ON THE RIGHTS OF SHAREHOLDERS AS DEFINED BY §§ 109, 110, 118
AND 119 OF THE AUSTRIAN STOCK CORPORATION ACT

The addition of points to the agenda by shareholders
Shareholders whose stakes reach a combined total of 5% of share capital and
who have held these shares for at least three months prior to the filing of
their proposal can petition in writing for the inclusion and announcement
of additional points to the agenda for this Annual General Meeting, if this
request is submitted to the company in writing at the following address no
later than 14 April 2014: 1300 Wien-Flughafen, P.O. Box 1, Mr. Wolfgang
Köberl, General Secretariat. Each point submitted for the agenda in this
manner must include a proposed resolution together with a statement of the
reasons. Proof of the status as a shareholder must be provided by
depository confirmation as described § 10a of the Austrian Stock
Corporation Act; this confirmation must verify that the shareholder(s)
filing the motion has (have) held these shares for a least three months
prior to the proposal and may not be older than seven days when it is
submitted to the company. Further requirements for depository confirmation
are listed under the section on the right to participate in the Annual
General Meeting.

Proposals by shareholders for resolutions on points of the agenda

Shareholders whose stakes reach a combined total of 1% of share capital can
submit written proposals for resolutions, together with a statement of the
reasons, for any point on the agenda and require that these proposals,
together with the statement of reasons and any statement by the Management
Board or Supervisory Board, be published on the company's website, if this
request is submitted to the company in writing no later than 23 April 2014
by telefax to +43 1 7007/23622, or by mail to 1300 Wien-Flughafen, Mr.
Wolfgang Köberl, General Secretariat, or by e-mail to
[email protected], whereby in this case the written
request must be attached to the e-mail, e.g. as a pdf-file. Proof of the
status as a shareholder must be provided by depository confirmation as
described § 10a of the Austrian Stock Corporation Act; this confirmation
must verify that the shareholder(s) filing the motion has (have) held these
shares for a least three months prior to the proposal and may not be older
than seven days when it is submitted to the company. Further requirements
for depository confirmation are listed under the section on the right to
participate in the Annual General Meeting.

Right to receive information

On request, every shareholder must be provided with information concerning
the business matters of the company at the Annual General Meeting, if this
information is necessary for the correct evaluation of a point on the
agenda.
This request for information may be refused if, according to reasonable
business judgment, it could result in significant damage to the company or
a subsidiary, or if the provision of this information is punishable under
law.
In order to ensure the efficient handling of issues, inquiries whose
responses require lengthy preparation should be submitted in writing to the
Management Board on a timely basis prior to the Annual General Meeting.
These inquiries may be submitted
to the company by mail at 1300 Wien-Flughafen or by e-mail to
[email protected].

Proposals to the Annual General Meeting

Every shareholder is entitled to make a proposal to any point of the agenda
at the Annual General Meeting, independent of the number of shares held.
The requirement for submitting a proposal is proof to participate in the
Annual General Meeting as defined in this invitation.

Information on the website

Additional information on the shareholder rights defined in §§ 109, 110,
118 and 119 of the Austrian Stock Corporation Act is now available on the
company's website under www.viennaairport.com.

PROOF OF SHAREHOLDING AND PARTICIPATION IN THE ANNUAL GENERAL MEETING

Eligibility to participate in the Annual General Meeting and to exercise
voting rights and other shareholder rights that apply to the Annual General
Meeting are based on the shareholding at the end of the day on 25 April
2014 (date for proof of shareholding).
A person is only eligible to participate in the Annual General Meeting, if
he/she is a shareholder on this date and proves this status to the company.
Proof of the shareholding must be provided by depository confirmation as
defined in § 10a of the Austrian Stock Corporation Act. This confirmation
must be sent to the company no later than 29 April 2014 at one of the
following addresses.

Via mail or messenger
Flughafen Wien Aktiengesellschaft
to Investor Relations
Attn.: Mr. Mario Santi
1300 Flughafen-Wien

Via telefax to: +43 1 8900 500/ 88

Via e-mail to: [email protected], whereby the
written depository confirmation must be attached to the e-mail, e.g. as a
pdf-file.

Via SWIFT to: GIBAATWGGMS (message type MT598; the text must include
ISIN AT0000911805)

Depository confirmation pursuant to § 10a of the Austrian Stock Corporation
Act

The depository confirmation must be issued by a depository institution
which maintains its registered offices in a member state of the European
Economic Community or in a full member state of the OECD, and must include
the following information:
- Information on the issuer: name/company and address or a code commonly
used in transactions between financial institutions (BIC),

  • Information on the shares: number of shares held by the shareholder,
    ISIN AT0000911805,

  • Depository number or other designation,

  • Period covered by the depository confirmation.

The depository confirmation to verify the shareholding for participation in
the Annual General Meeting must relate to the above date for the proof of
shareholding, i.e. 25 April 2014.
Depository confirmations may be submitted in German or English.

REPRESENTATION BY PROXY

Every shareholder who is entitled to participate in the Annual General
Meeting is also entitled to delegate a proxy, who will participate in the
Annual General Meeting on behalf of the shareholder and may exercise the
same rights as the shareholder who he/she represents.
The proxy must designate a specific person (a natural person or legal
entity) in writing, whereby more than one person may be authorised.
The proxy must be sent to the company at one of the following addresses:

Via mail ormessenger
Flughafen Wien Aktiengesellschaft
to Investor Relations
Attn: Mr. Mario Santi
1300 Wien-Flughafen

Via telefax to: +43 1 8900 500/ 88

Via e-mail to: [email protected], whereby the
proxy must be attached to the e-mail in writing, e.g. as a pdf-file

Personally: Upon registration at the venue for the Annual General Meeting

Forms to grant and cancel proxies will be sent to shareholders on request
and are also available for download on the company's website under
www.viennaairport.com.
If a proxy is not to be submitted personally at the registration desk on
the day of the Annual General Meeting, it must be received by the company
no later than 4 pm on 2 May 2014.
The above rules for granting a proxy apply analogously to the cancellation
of a proxy.

INDEPENDENT VOTING REPRESENTATIVES

As a special service, a staff member of Interessenverband für Anleger, IVA,
1130 Vienna, Feldmühlgasse 22, will be available as an independent
representative to exercise voting rights for shareholders at the Annual
General Meeting; he/she will vote in accordance with the instructions
provided by the respective shareholder. A form for the designation of IVA
as a shareholder representative is available on the company's website under
www.viennaairport.com. In addition, Dr. Wilhelm Rasinger from IVA may be
contacted directly under Tel. +43 1 8763343/42, Fax +43 1 8763343/49 or via
e-mail [email protected].

TOTAL NUMBER OF SHARES AND VOTING RIGHTS

The share capital of the company totalled EUR 152,670,000.-- at the time
this invitation to the Annual General Meeting was issued; this share
capital was divided into 21,000,000 bearer shares. Each share carries one
voting right. The company held no treasury shares, either directly or
indirectly, at the time the invitation to the Annual General Meeting was
issued. Therefore, the number of shares eligible for participation and
voting totalled 21,000,000 at the time the invitation to the Annual General
Meeting was issued.

We kindly ask you to plan your arrival in sufficient time for the customary
security checks and to present valid, official photo identification at the
registration desk.

Admission and the distribution of voting cards will begin at 9 am.

Vienna, April 2014

The Management Board

04.04.2014 DGAP's Distribution Services include Regulatory Announcements,
Financial/Corporate News and Press Releases.
Media archive at www.dgap-medientreff.de and www.dgap.de


Language: English
Company: Flughafen Wien AG
Postfach 1
1300 Wien-Flughafen
Austria
Phone: +43-1-7007/22826
Fax: +43-1-7007/23806
E-mail: [email protected]
Internet: http://www.viennaairport.com
ISIN: AT0000911805
WKN: 884216
Listed: Freiverkehr in Berlin, München, Stuttgart; Frankfurt in Open
Market ; London, Wien (Amtlicher Handel / Official Market)

End of Announcement DGAP News-Service


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