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EGM - PTA-HV: Invitation to the 25. Ordinary Annual General Meeting

Company: Polytec Holding AG Date: 2025-05-09 Language: English Register to download
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News-Service of the pressetext news agency Josefstädter Straße 44, 1080 Vienna, Austria, phone: +43 1 81140-0

**Publication:** 09.05.2025 13:33 **Source:** https://www.pressetext.com/news/20250509016 **Keywords:** general meeting

Shareholders' meeting according to article 107 section 3 AktG

# **POLYTEC HOLDING AG: Invitation to the 25. Ordinary Annual General Meeting**

Hörsching (pta016/09.05.2025/13:33 UTC+2)

POLYTEC Holding AG, with Headquarters in A-4063 Hörsching, Polytec-Strasse 1, Austria, FN 197646 g – LEI 529900OVSOBJNXZACW81, ISIN AT0000A00XX9

INVITATION to the 25. Ordinary Annual General Meeting

We hereby invite our shareholders to the 25th Ordinary Annual General Meeting of POLYTEC Holding AG to be held on Tuesday, 10 June 2025 at 10:00 am (CEST), at the company location Polytec-Strasse 1, A-4063 Hörsching, Austria.

AGENDA:

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1. Presentation of the adopted annual financial statements including management report and corporate governance report, the consolidated financial statements including the Group management report with sustainability statement, the proposal for the appropriation of profit, and the report by the Supervisory Board, for the 2024 financial year

2. Resolution on the appropriation of the 2024 profit

3. Resolution on the discharge of the members of the Board of Directors for the 2024 financial year

4. Resolution on the discharge of the members of the Supervisory Board for the 2024 financial year

5. Resolution on the remuneration for the members of the Supervisory Board for the 2024 financial year

6. Resolution on the remuneration report for the members of the Board of Directors and of the Supervisory Board for the 2024 financial year

7. Resolution on the authorisation of the Board of Directors pursuant to Section 65 (1) 8 Austrian Stock Corporation Act (AktG) to acquire treasury shares in the Company and to withdraw treasury shares, and authorisation of the Supervisory Board to pass resolutions on amendments to the Articles of Association owing to the withdrawal of shares

8. Resolution on the cancellation of the existing authorised capital in accordance with the resolution of AGM of 1 July 2022 and creation of new authorised capital (Section 169 Austrian Stock Corporation Act) for an increase in cash or in kind with option of excluding subscription rights and amendment to Item 4.4. of Articles of Association

9. Election of the auditor and the group auditor as well as the auditor of the sustainability reporting for the 2025 financial year

10. Elections to the Supervisory Board

#### DOCUMENTS FOR THE ANNUAL GENERAL MEETING:

At the latest, from the 21st day prior to the Ordinary AGM and therefore from 20 May 2025, the following documents must be accessible in the Investor Relations, Annual General Meeting section of the company website, entered under www.polytec-group.com in the company register:

- + Annual financial statements including management report for the 2024 financial year
- + Corporate governance report for the 2024 financial year

+ Consolidated financial statements including the Group management report with sustainability statement for the 2024 financial year

- + Proposal for the appropriation of the 2024 profit
- + Report of the Supervisory Board for the 2024 financial year
- + Proposed resolutions to the agenda items 2 10
- + Remuneration Report
- + Report of the Board of Directors on agenda item 7 (treasury shares)
- + Report of the Board of Directors on agenda item 8 (authorised capital)

+ Statements by the candidates for the election to the Supervisory Board regarding item 10 of the agenda pursuant to Section 87 (2) Austrian Stock Corporation Act (AktG) including CVs

- + Form for the granting of a proxy/instruction
- + Form for the revocation of a proxy
- + Complete text of this invitation
- + Data protection information

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INFORMATION REGARDING THE RIGHTS OF SHAREHOLDERS PURSUANT TO §§ 109, 110, 118 AND 119 OF THE AUSTRIAN STOCK CORPORATION ACT (AKTG):

Additions to the agenda made by shareholders (§ 109 AktG)

Shareholders whose combined interests amount to 5% of share capital are entitled to make a written request that additional items be added to the agenda of this Ordinary Annual General Meeting and be published, subject to the proviso that have owned their shares for a period of at least three months prior to placing such a request and that this has been received by the company in writing 21 days prior to the Ordinary Annual General Meeting and thus on 20 May 2025 only at the address: POLYTEC Holding AG, Investor Relations Department, Polytec-Strasse 1, A-4063 Hörsching, Austria, or by e-mail with a qualified electronic signature to the e-mail address ir@polytec-group.com "Written" means a handwritten signature or corporate signature by each applicant or, if sent by e-mail, with a qualified electronic signature or, if transmitted by SWIFT, GIBAATWGGMS with Message Type MT598 or Type MT599, ISIN AT0000A00XX9 must be quoted in the text. A resolution proposal and a statement of the reasons must accompany each such requested agenda item. Evidence of share ownership shall be provided by means of a deposit confirmation pursuant to § 10a of the Austrian Stock Corporation Act (AktG), which both certifies that the shareholders making such a request have held the shares for at least three months prior to the filing of the request and shall not be older than seven days upon the date of its submission to the company. In the case of several shareholders who only together reach the required shareholding of 5% of the share capital, the deposit confirmation for all shareholders must refer to the same point in time (day, time). For other requirements pertaining to the deposit confirmation, please refer to the participation authorisation.

Resolution proposals by shareholders regarding items of the agenda (§ 110 AktG)

Shareholders, whose individual or combined interests amount to 1% of share capital, shall be entitled pursuant to § 13 (2) Austrian Stock Corporation Act (AktG) to submit proposals accompanied by reasons concerning resolutions relating to every item on the agenda and to require that these suggestions including the reasons, the name of the relevant shareholders and any related statement on the part of the Board of Directors or the Supervisory Board be made accessible via the internet homepage of the company, when at the latest these proposals are received by the company in text form seven working days prior to the AGM and thus on 28 May 2025 either by letter to POLYTEC Holding AG, Investor Relations Department, Polytec-Strasse 1, A-4063 Hörsching, Austria, or e-mail to ir@polytec-group.com whereby the request must be added to the e-mail in text as an attachment, e.g. as a PDF. If text form within the

meaning of § 13 (2) Austrian Stock Corporation Act (AktG) is prescribed for declarations, the declaration must be made in a document or in another manner suitable for permanent reproduction in written characters, the person of the declarant must be named, and the conclusion of the declaration must be made recognisable by reproduction of the name signature or otherwise. The proposed resolution, but not its reasons, must in any case be written in German.

In the case of a proposal for the election of a Supervisory Board member, the statement of the proposed person pursuant to § 87 (2) Austrian Stock Corporation Act (AktG) shall replace the statement of reasons.

Evidence of share ownership shall be provided by means of a deposit confirmation pursuant to § 10a of the Austrian Stock Corporation Act (AktG), which shall not be older than seven days upon the date of its submission to the company. In the case of several shareholders who only together reach the required shareholding of 1% of the share capital, the deposit confirmation for all shareholders must refer to the same point in time (day, time). For other requirements pertaining to the deposit confirmation, please refer to the participation authorisation.

#### Right to information (§ 118 AktG)

At the Annual General Meeting, upon request each shareholder shall be provided with information regarding the affairs of the company should this be deemed necessary to enable a proper evaluation of an item on the agenda. The duty to provide information shall also extend to the legal relations of the Company with an affiliated company and to the situation of the Group and the companies included in the consolidated financial statements. The request for information may be refused if, according to sound business judgement, its provision could prove to be of considerable detriment to the company, or to an affiliated company, or would constitute a punishable offence. Requests for information must generally be made orally at the Annual General Meeting but may also be made in writing.

We would kindly request those shareholders with an entitlement to participate to submit their questions, especially those requiring longer answer preparation, to the company in text form prior to the Annual General Meeting. Such questions may be sent to the company by post/messenger to POLYTEC Holding AG, Investor Relations Department, Polytec-Strasse 1, A-4063 Hörsching, Austria, or by e-mail to: ir@polytec-group.com

Information regarding the right of shareholders to propose resolutions to the Ordinary Annual General Meeting (§ 119 AktG)

Every shareholder is entitled – irrespective of a specific shareholding – to submit motions on any item on the agenda at the Annual General Meeting. If there are several motions on one item of the agenda, the Chairman of the Supervisory Board shall determine the order of voting in accordance with § 119 (3) Austrian Stock Corporation Act (AktG).

However, a shareholder proposal for the election of a Supervisory Board member requires the timely submission of a resolution proposal pursuant to § 110 Austrian Stock Corporation Act (AktG): persons for election to the Supervisory Board (item 10 on the agenda) may only be proposed by shareholders whose shares together amount to 1% of the share capital. Such nominations must be received by the Company no later than 28 May 2025 in the manner set out above. Each nomination must be accompanied by a declaration pursuant to § 87 (2) Austrian Stock Corporation Act (AktG) of the nominee's professional qualifications, professional or comparable functions and any circumstances that could give rise to concerns of partiality. Otherwise, the shareholder proposal for the election of a Supervisory Board member may not be considered in the vote.

#### Information on the internet website

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More detailed information regarding shareholders' rights pursuant to §§ 109, 110, 118 and 119 of the Austrian Stock Corporation Act (AktG) is available from the company website listed in the company register at www.polytec-group.com in the Investor Relations, Annual General Meeting section. Link: https://www.polytec-group.com/en/investorrelations/annual-general-meeting

RECORD DATE AND RIGHT TO ATTEND THE ANNUAL GENERAL MEETING:

The entitlement to attend the Annual General Meeting and to exercise voting and other shareholder rights, which are to be asserted in the course of the Annual General Meeting, is governed by share ownership at the end of the tenth day prior to the Annual General Meeting (record date) and thus on 31 May 2025 at midnight (CEST). Persons are only entitled to attend the Annual General Meeting when on this date they are shareholders and can prove this status to the company. At the latest, evidence of share ownership on the record date in the form of deposit confirmation pursuant to § 10a of the Austrian Stock Corporation Act (AktG) must be received by the company in text form three working days

prior to the AGM and thus by 4 June 2025, only at one of the following addresses:

By post/messenger: POLYTEC Holding AG, Investor Relations Department, Polytec-Strasse 1, A-4063 Hörsching, Austria

By fax: +43 (0)1 8900 500 50

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By e-mail: anmeldung.polytec@hauptversammlung.at whereby the deposit confirmation must be included in the e-mail in text form, e.g. as a PDF

By SWIFT: GIBAATWGGMS (Message Type MT598 or MT599, ISIN AT0000A00XX9 must be quoted in the text)

Deposit confirmation pursuant to § 10a AktG

The deposit confirmation is to be issued by the custodial bank with its headquarters in a member state of the European Economic Area, or in a full member state of the OECD and must include the following information:

+ Information regarding the issuing bank: name/company and address, or a standard code used among credit institutions (BIC)

+ Information regarding the shareholder: name/company, address, date of birth for natural persons, and register and register number in the case of legal entities

+ Information regarding the shares: number of shares held by the shareholder, ISIN AT0000A00XX9

+ Deposit number or another designation

+ Date to which the deposit confirmation refers

The deposit confirmation as evidence of the share ownership, which is required in order to be entitled to participate in the Annual General Meeting, shall refer to the aforementioned record date of 31 May 2025 and shall not be older than seven days on the date of submission to the company. The deposit confirmation in text form will be accepted in German or English.

#### REPRESENTATION BY AUTHORISED REPRESENTATIVES:

Every shareholder with an entitlement to participate in the Annual General Meeting has the right to nominate a representative, who shall participate in the Annual General Meeting on behalf of the shareholder and have the same rights as the shareholder that he/she is representing. The proxy shall be granted to a specific person (a natural or legal entity) in text form, whereby several persons may also be so authorised. Where the proxy is not handed over in person during registration on the day of the Annual General Meeting, at the latest the company must receive it by noon 12:00 am (CEST) on 6 June 2025 at one of the following addresses:

By post/messenger: POLYTEC Holding AG, Investor Relations Department, Polytec-Strasse 1, A-4063 Hörsching, Austria

By fax: +43 (0)1 8900 500 50

By e-mail: anmeldung.polytec@hauptversammlung.at whereby the proxy must be included in the e-mail in text form, e.g. as a PDF

On the day of the AGM: only in person during registration for the AGM at the meeting venue from 9:00 am (CEST)

A proxy form and a form for the revocation of a proxy will be provided on the company website at www.polytecgroup.com Investor Relations, Annual General Meeting, in good time. The aforementioned stipulations regarding the granting of a proxy shall apply analogously to the revocation of a proxy. If the shareholder has granted authority to his/her custodial bank it shall suffice if, in addition to the deposit confirmation, this bank adds a declaration verifying that is has been allocated a proxy. § 10a (3) of the Austrian Stock Corporation Act (AktG) shall apply analogously to the provision of this declaration.

#### TOTAL NUMBER OF SHARES AND VOTING RIGHTS:

At the time of the calling of the Annual General Meeting the share capital of the company amounts to EUR 22,329,585.00 divided into 22,329,585 no-par value shares. Every share grants the right to one vote. At the time of the calling of the Annual General Meeting, the company holds a total of 334,041 treasury shares. These shares confer no rights. Consequently, at the time of calling, the total number of shares conferring a right to participate and vote total 21,995,544.

## SECURITY STIPULATIONS

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In order to facilitate the smooth completion of the admission and security control procedures, shareholders are kindly requested to arrive at the venue of the Annual General Meeting in due time prior to the beginning of the meeting and to present a valid official photo ID (driving licence, passport, identity card). Admission for the collection of voting cards will start at 09:00 am (CEST).

### DATA PROTECTION Information

With regard to data protection information, we would refer to the relevant document, which will be made available on the company website under www.polytec-group.com in the Investor Relations, Annual General Meeting section. Additional information relating to data protection is contained in the data protection declaration on the POLYTEC Holding AG Internet pages under www.polytec-group.com/en/privacy-policy

#### Hörsching, May 2025, The Board of Directors

https://www.polytec-group.com/en/investor-relations/annual-general-meeting

| Emitter:           | POLYTEC HOLDING AG                     |
|--------------------|----------------------------------------|
|                    | Polytec-Straße 1                       |
|                    | 4063 Hörsching                         |
|                    | Austria                                |
| Contact Person:    | Paul Rettenbacher                      |
| Phone:             | +43 7221 701 292                       |
| E-Mail:            | paul.rettenbacher@polytec-group.com    |
| Website:           | www.polytec-group.com                  |
| ISIN(s):           | AT0000A00XX9 (Share)                   |
| Stock Exchange(s): | Vienna Stock Exchange (Official Trade) |

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