Quarterly Report • Aug 19, 2012
Quarterly Report
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BREMER LAGERHAUS-GESELLSCHAFT –Aktiengesellschaft von 1877–, Bremen
| 1st six months: | Positive development of earnings in line with target no risks perceptible |
|---|---|
| Entire year 2012: | Outlook substantiated |
| Interim Management Report for 1st six months of 2012 |
2 |
|---|---|
| Balance Sheet as of June 30, 2012 |
12 |
| Income Statement for the period from January 1 to June 30, 2012 |
14 |
| Responsibility statement by Management on Interim Financial Statement and Interim Management Report as of June 30, 2012 |
15 |
| Abridged notes to the Interim Financial Statement as of June 30, 2012 |
16 |
Bremerhaven container terminal
BREMER LAGERHAUS-GESELLSCHAFT –Aktiengesellschaft von 1877– is the sole general partner of BLG LOGISTICS GROUP AG & Co. KG. It maintains a branch office in Bremerhaven. The diverse logistics services of BLG LOGISTICS GROUP AG & Co. KG are performed by the three divisions, AUTOMOBILE, CONTRACT and CONTAINER, via the operational subsidiaries and shareholdings.
In accordance with the Memorandum and Articles of Association, BREMER LAGERHAUS-GESELLSCHAFT –Aktiengesellschaft von 1877 – has not paid in a capital share to BLG LOGISTICS GROUP AG & Co. KG and does not share in its profit. All limited partnership shares in BLG LOGISTICS GROUP AG & Co. KG are held by the Free Hanseatic City of Bremen – municipality of Bremen – and are disclosed in our consolidated financial statement as "Minority interests".
In addition to the customary cost compensation, BREMER LAGERHAUS-GESELLSCHAFT –Aktiengesellschaft von 1877– receives from BLG LOGISTICS GROUP AG & Co. KG liability remuneration to an amount of five percent of its share capital as reported in the annual financial statement of the respective previous year in accordance with Sections 266 ff. of the German Commercial Code (HGB). The liability remuneration has to be paid independent of the year-end results of BLG LOGISTICS GROUP AG & Co. KG.
Furthermore, BREMER LAGERHAUS-GESELL-SCHAFT –Aktiengesellschaft von 1877– receives so-called remuneration for work to an amount of five percent of the net income of BLG LOGISTICS GROUP AG & Co. KG prior to deduction of this remuneration for work. The remuneration for work amounts to at least EUR 256,000 and at most EUR 2,500,000.
Moreover, all expenses directly incurred by our company in connection with management of BLG LOGISTICS GROUP AG & Co. KG shall be reimbursed by the latter.
Further information on transactions with affiliated companies and related parties can be found in the abridged notes to the interim financial statement.
Conventional handling of steel sheet in Neustädter Hafen, Bremen
In accordance with its corporate function, BREMER LAGERHAUS-GESELLSCHAFT –Aktien-gesellschaft von 1877– lent all financial facilities available to it to BLG LOGISTICS GROUP AG & Co. KG for pro rata financing of the working capital necessary for performing its services. This essentially takes place via the central cash management of BLG LOGIS-TICS GROUP AG & Co. KG in which the Company is included. The interest on the funds provided is based on unchanged customary market terms. This investment holds minimal risk.
Overall the above mentioned remuneration for the first six months of 2012 remained in line with expectations at EUR 1,322,000 in a volatile environment and with restrained economic dynamics. Positive effects for the earnings from remuneration for work result primarily from quantity-related growth in the CONTAINER Division, which had a corresponding impact on the results of BLG LOGISTICS GROUP AG & Co. KG.
In the period from January 1 to June 30, 2012 the Company achieved a net income of EUR 1.1 million (previous year: EUR 0.8 million).
Corporate Governance encompasses the entire system of managing and monitoring a corporation, including the organization of the corporation, its business policy principles and guidelines as well as the system of internal and external monitoring and control mechanisms. Corporate Governance structures responsible management and leadership of the company geared to the principles of a social market economy and sustainable value added.
Tripod transport in Bremerhaven with the pontoon OFFSHORE BHV 1
The scope for shaping Corporate Governance on the part of BREMER LAGERHAUS-GESELL-SCHAFT –Aktiengesellschaft von 1877– is based on German law, in particular the Stock Corporation Act, the Co-Determination Act and capital market law as well as the Memorandum and Articles of Association of the Company and the German Corporate Governance Code.
Car parts logistics at LC Bremen
The Board of Management and the Supervisory Board of BREMER LAGERHAUS-GESELL-SCHAFT –Aktiengesellschaft von 1877– issued the 10th Declaration of Conformity to the German Corporate Governance Code in the version of May 26, 2010 on December 19, 2011. The declaration has been made publicly available to the shareholders on a permanent basis through its inclusion in the Company's homepage www.blg.de.
Sustainable value added and responsible corporate management are key elements of the corporate policy of BREMER LAGERHAUS-GESELLSCHAFT –Aktiengesellschaft von 1877–. Dealings with clients, business partners, employees and shareholders based on trust form the foundation for these elements. This involves compliance with laws as well as with the Group's standardized Code of Ethics.
The Code is aimed at avoiding inappropriate behavior and fostering ethical conduct as well as exemplary and responsible action. It is directed at the Board of Management, executives and staff members alike and shall serve as an orientation for proper and consistent behavior.
The German corporation law stipulates a dual system of management for BREMER LAGER-HAUS-GESELLSCHAFT –Aktiengesellschaft von 1877– based on the two bodies, the Board of Management and Supervisory Board. The Board of Management and Supervisory Board of BREMER LAGERHAUS-GESELLSCHAFT –Aktiengesellschaft von 1877– work closely together on a basis of trust in managing and monitoring the Company.
The Board of Management of BREMER LAGER-HAUS-GESELLSCHAFT –Aktiengesellschaft von 1877– manages the enterprise on its own responsibility and represents the Company in business with third parties. It is composed of six members and is obligated to pursue the
goal of achieving a sustainable increase in goodwill in the interest of the Company and in line with the stakeholder approach.
The Board of Management fundamentally makes its decisions based on majority resolutions. In the case of a tie vote, the chairman's vote is decisive. The Board of Management reports to the Supervisory Board on all matters relevant to the Company in terms of planning, business development, the risk situation and risk management promptly and comprehensively within the framework of the legal provisions on a monthly basis and coordinates the strategic alignment of the Company with the Supervisory Board. Before deciding on certain transactions specified in the Memorandum and Articles of Association, the Board of Management has to obtain the approval of the Supervisory Board. These transactions include acquisition and sale of companies and corporate divisions as well as bond issues and issuance of comparable financial instruments.
The relevant legal provisions for appointment and dismissal of members of the Board of Management are Sections 84, 85 of the Stock Corporation Act (AktG). Sections 133, 179 of the Stock Corporation Act (AktG) as well as Section 15 of the Memorandum and Articles of Association apply to amendments to the Memorandum and Articles of Association.
The Supervisory Board of BREMER LAGER-HAUS-GESELLSCHAFT –Aktiengesellschaft von 1877– appoints, monitors and advises the Board of Management and is always involved in decisions of fundamental importance.
The share capital amounts to EUR 9,984,000.00 and is divided into 3,840,000 registered shares with voting rights. Transfer of shares requires the Company's approval in accordance with Section 5 of the Memorandum and Articles of Association.
Every share is accorded one vote. The Board of Management of BREMER LAGERHAUS-GESELLSCHAFT –Aktiengesellschaft von 1877– is not aware of any restrictions or agreements between shareholders affecting voting rights. There is no maximum limit for a shareholder's votes and there are no special voting rights. In particular there are no shares with special rights that confer monitoring powers. This means the principle of "one share, one vote" is implemented in full.
The shareholders exercise their co-administration and monitoring rights at the Annual Shareholders' Meeting. Section 19 of the Memorandum and Articles of Association stipulates what requirements have to be met in order to participate in the Annual Shareholders' Meeting as a shareholder and exercise voting rights. Only persons who are entered in the stock record shall be regarded as a shareholder of the Company.
Every shareholder entered in the stock record has the right to take part in the Annual Shareholders' Meeting, take the floor there regarding the respective items on the agenda and request information on company matters to the extent this is necessary for proper evaluation of an item on the agenda. The Annual Shareholders' Meeting passes resolutions
primarily on formal approval of the Board of Management and Supervisory Board, appropriation of the balance sheet profit, capital measures, authorization for stock buybacks as well as amendments to the Memorandum and Articles of Association.
Shareholders whose share of the share capital exceeds three percent are the Free Hanseatic City of Bremen – municipality of Bremen –, Bremer Landesbank Kreditanstalt Oldenburg – Girozentrale –, Bremen and the financial holding company of Sparkasse in Bremen, Bremen. Details on this can be found in the abridged notes.
According to Section 15a of the Securities Trading Act (WpHG), the members of the Board of Management and of the Supervisory Board are fundamentally required to disclose their own transactions with shares of BREMER LAGERHAUS-GESELLSCHAFT –Aktiengesellschaft von 1877– or related financial instruments.
In the period under review the members of the Board of Management and Supervisory Board of the Company as well as parties related to these bodies have disclosed the acquisition of no shares as well as the sale of no shares of BREMER LAGERHAUS-GESELLSCHAFT –Aktiengesellschaft von 1877– within the framework of their disclosure duties.
The shareholdings of all members of the Board of Management and Supervisory Board amount to less than 1 percent of the shares issued by the Company.
At the proposal of the Human Resources Committee the Supervisory Board deliberates and decides on the remuneration system for the Board of Management, including the main elements of the contracts, and reviews it regularly. The criteria for the appropriateness of the remuneration of the Board of Management are the duties and personal performance of the respective member of the Board of Management, the economic and financial situation, the size and global alignment of the Company as well as sustainable corporate development. The amount of the remuneration is defined such that it is competitive in an international and national comparison and thus offers an incentive for committed and successful work. The Human Resources Committee regularly reviews whether the remuneration
Bremerhaven Auto Terminal
Export vehicles for Asia and North America on board a car carrier
of the Board of Management is appropriate while taking into account the earnings, sector and future prospects of the Company.
The total remuneration of the members of the Board of Management consists of the basic annual salary, the variable annual bonus and variable long-term bonus.
The basic salary is paid on a proportionate monthly basis as non-success-oriented remuneration. Furthermore, the remuneration rules for the members of the Board of Management provide for other customary compensation (fringe benefits), such as provision of a company car or allowances for a preventive health care examination. The other compensation also includes payment of premiums for an appropriate directors and officers liability insurance. Furthermore, the members of the Board of Management are covered by a separate deductible insurance to the amount stipulated in accordance with Section 93 (2) sent. 3 of the Stock Corporation Act (AktG), which is based on the terms and conditions of the main D & O insurance contract. In addition, members of the Board of Management receive remuneration for Supervisory Board seats at affiliated companies. In addition to the fixed annual salary, the contracts provide for a variable remuneration depending on the Group earnings before taxes, which is limited to a maximum of 3.5 percent of the Group earnings before taxes (EBT) for the entire Board of Management. From the disposable bonus budget the members of the Board of Management receive an annual bonus limited by maximum amounts on which the Human Resources Committee decides and makes a recommendation for adoption by the Supervisory Board.
If the bonus budget has not been exhausted after granting of the variable annual bonus, the remaining amount is available for the variable long-term bonus. The latter is granted depending on attainment of the Group earnings before taxes (EBT) in the three following years on the basis of the planning adopted by the Supervisory Board. Another criterion is attainment of the return on capital employed (ROCE) based on the three-year plan agreed upon with the Supervisory Board. This means the criteria for granting the bonuses as a performance incentive correspond to the key control figures used in the Group.
Logistics for Griesson – de Beukelaer at LC Koblenz
Payment of the variable long-term remuneration is made in the third following year in each case if the criteria for sustainability have been met. The long-term bonus is granted from the disposable bonus budget and is limited by maximum amounts on which the Human Resources Committee decides and makes a recommendation for adoption by the Supervisory Board. If the criteria are not met, the variable long-term bonus can be reduced on a percentage basis accordingly.
Effective as of January 1, 2011, all contracts with the Board of Management provide for severance pay to an amount of two years' remuneration in the case of premature termination of the position on the Board of Management without substantial reason. If the remaining period of the contract is less than two years, the severance pay shall be calculated pro rata temporis. In this case, how-
Logistics for Konica Minolta at LC Emmerich
ever, the severance pay amounts to at least one year's remuneration. The amount of the severance pay is fundamentally determined according to the sum of basic salary and variable annual bonus excluding remuneration in kind and other additional compensation for the last full financial year prior to the end of the employment contract. No compensation agreements were made by the Company for the case of premature termination of the position on the Board of Management as a consequence of a takeover bid.
The members of the Board of Management were granted pension claims, some of which are against the companies of the BLG Group (BLG). Otherwise, the claims are against third parties. Pension liabilities to former members of the Board of Management are also directed against third parties.
The current members of the Board of Management are fundamentally entitled to receive pension benefits after leaving the BLG Group, but not before reaching the age of 63. Defined benefit pension commitments from the time before January 1, 1998 exist vis-à-vis third parties. The annual pension claims of defined benefit pension commitments come to between 40 and 60 percent of the pensionable annual income, which is substantially below the respective basic annual salary (fixed remuneration of a member of the Board of Management). The pensionable annual income of the members of the Board of Management is adjusted similarly to the increases in standard pay of the Central Association of German Seaport Operators (ZDS).
A similarly measured defined benefit BLG pension commitment additionally exists for Mr. Mekelburg. For Mr. Aden there are solely defined benefit BLG pension commitments that are comparably structured. There is no pension commitment for Dr.-Ing. Lieberoth-Leden.
Furthermore, it is possible for members of the Board of Management to acquire defined benefit pension commitments through deferred compensation.
Logistics for Tchibo at high-bay warehouse in Bremen
The remuneration of the Supervisory Board is stipulated in Section 17 of the Memorandum and Articles of Association of BREMER LAGER-HAUS-GESELLSCHAFT –Aktiengesellschaft von 1877–. Every member of the Supervisory Board receives EUR 5,000, the Chairman receives triple that amount while the Deputy Chairman as well as the chairman of the Audit Committee and the chairman of the Human Resources Committee, provided he is not chairman of the Supervisory Board at the same time, receive double that amount. Members of the Audit Committee and Human Resources Committee receive an additional amount of EUR 1,000 per year.
Members of the Supervisory Board who belong to the Board only for part of the financial year receive remuneration proportionate to the period of service on the Board. Furthermore, the members of the Supervisory Board receive variable remuneration based on company success. This is calculated depending on the Group earnings (EBT) as follows: if the Group earnings exceed an amount of EUR 20 million, the members of the Supervisory Board receive 0.2 percent of the Group earnings. Each individual member of the Supervisory Board receives 1/20 of this amount. The Chairman of the Supervisory Board receives 3/20, the Deputy Chairman as well as the chairman of the Audit Committee and the chairman of the Human Resources Committee, provided he is not chairman of the Supervisory Board at the same time, receive 2/20 of this amount.
In addition, the members of the Supervisory Board receive EUR 500 per meeting, and any expenses going beyond that are refunded to the verified amount.
Risks for the Company result from its position as general partner of BLG LOGISTICS GROUP AG & Co. KG, Bremen. There is no perceptible risk of being subject to claims. A risk as well as an opportunity arise from the development of earnings of BLG LOGISTICS GROUP AG & Co. KG, on which the amount of the Company's remuneration for work depends. A default risk results mainly from the receivables from loans and cash management with respect to BLG LOGISTICS GROUP AG & Co. KG.
Based on the development of profit in the 1st six months of 2012, we adhere to the statements made in the 2011 Management Report and expect earnings for the entire year above those in the previous year.
This Interim Report contains future-related statements that are based on current assessments of the Management on future developments. Such statements are subject to risks and uncertainties that lie outside the scope of control or precise assessment of BREMER LAGERHAUS-GESELLSCHAFT –Aktiengesellschaft von 1877–, for example in connection with the future market environment and the economic conditional framework, the behavior of other market players, successful integration of new acquisitions and realization of expected synergy effects as well as measures taken by government offices. If one of these or other uncertainty factors and imponderables should arise or should the assumptions on which these statements are based turn out to be incorrect, the actual results may differ significantly
At the WINDFORCE in Bremen (June 26 to 28, 2012) BLG made a convincing impression with its trade fair booth
BLG trade fair booth at transport logistic China from June 5 to 7, 2012 in Shanghai
from the results explicitly specified or implicitly contained in these statements. BREMER LAGERHAUS-GESELLSCHAFT –Aktiengesellschaft von 1877– neither intends to update future-related statements nor does it assume any specific or separate obligation to update such future-related statements in order to adjust them to events or developments after the date of this report.
For technical reasons (e.g. conversion of electronic formats) deviations may arise between the accounting documents contained in this Interim Report and those submitted to the Company Register. In this case the version submitted to the Company Register shall be considered to be the binding version.
The Interim Report is also provided as an English translation. In the case of differences, the German version of the Interim Report shall apply instead of the English translation.
The Interim Report is available for downloading in both languages on the Internet at www.blg.de.
| Assets | 2012-06-30 | 2011-12-31 |
|---|---|---|
| EUR | EUR | |
| A. Current Assets | ||
| I. Receivables and other assets | ||
| 1. Receivables from affiliated companies | 17,491,657.45 | 17,983,480.30 |
| 2. Other assets | 101,380.11 | 902.38 |
| 17,593,037.56 | 17,984,382.68 | |
| II. Cash in hand, bank balances | 23,890.70 | 22,034.70 |
| 17,616,928.26 | 18,006,417.38 | |
| B. Accruals and deferrals | 150,000.00 | 0.00 |
| 17,766,928.26 | 18,006,417.38 |
| Equity and liabilities | 2012-06-30 | 2011-12-31 |
|---|---|---|
| EUR | EUR | |
| A. Equity | ||
| I. Subscribed capital | 9,984,000.00 | 9,984,000.00 |
| II. Revenue reserves | ||
| 1. Legal reserve | 998,400.00 | 998,400.00 |
| 2. Other revenue reserves | 4,588,547.79 | 4,588,547.79 |
| III. Balance sheet profit | 1,065,363.79 | 1,536,000.00 |
| 16,636,311.58 | 17,106,947.79 | |
| B. Provisions | ||
| 1. Tax provisions | 252,338.16 | 332,400.00 |
| 2. Other provisions | 370,614.82 | 495,000.00 |
| 622,952.98 | 827,400.00 | |
| C. Liabilities | ||
| 1. Trade payables | 33,479.52 | 7,387.16 |
| 2. Liabilities to affiliated companies | 15,000.00 | 571.20 |
| 3. Other liabilities | 31,510.68 | 64,111.23 |
| 79,990.20 | 72,069.59 | |
| D. Accruals and deferrals | 427,673.50 | 0.00 |
| 17,766,928.26 | 18,006,417.38 |
| 01-01 – 2012-06-30 EUR |
01-01 – 2011-06-30 EUR |
||
|---|---|---|---|
| 1. | Payments of BLG LOGISTICS GROUP AG & Co. KG | 1,322,256.95 | 1,028,954.05 |
| 2. | Other operating income | 191,047.80 | 168,323.53 |
| 1,513,304.75 | 1,197,277.58 | ||
| 3. | Other operating expenses | -505,314.67 | -476,604.04 |
| 4. | Other interest and similar income | 271,529.44 | 270,253.55 |
| 5. | Result from ordinary activities | 1,279,519.52 | 990,927.09 |
| 6. | Taxes on income | -214,155.73 | -166,965.90 |
| 7. | Balance sheet profit | 1,065,363.79 | 823,961.19 |
To the best of our knowledge, and in accordance with the applicable reporting principles for interim financial reporting, the Interim Financial Statement gives a true and fair view of the assets, liabilities, financial position and profit or loss of the Company, and the Interim Managment Report includes a fair review of the development and performance of the business and the position of the Company, together with a description of the principal opportunities and risks associated with the expected development of the Company for the remaining months of the financial year.
Bremen, August 14, 2012
BREMER LAGERHAUS-GESELLSCHAFT –Aktiengesellschaft von 1877–
Mekelburg Onnen Schiffer
Aden Kuhr Dr.-Ing. Lieberoth-Leden
Trial run with feeder vessel PICTOR J. at JadeWeserPort in Wilhelmshaven
The Interim Financial Statement was prepared in accordance with the provisions of the German Commercial Code (HGB) and the Stock Corporation Law (AktG) as well as the Securities Trading Act in conformity with the provisions of the Memorandum and Articles of Association as well as the recommendations of the German Corporate Governance Code.
The income statement was prepared according to the total cost method (Section 275 (2) HGB).
The Interim Financial Statement and Interim Management Report as of June 30, 2012 were neither audited nor subjected to a review by the auditor in accordance with Section 317 of the German Commercial Code (HGB).
The accounting and valuation methods applied for preparation of the Interim Financial Statement as of June 30, 2012 correspond to the methods applied for preparation of the annual financial statement as of December 31, 2011. This also applies to the comparative information of the Interim Financial Statement as of June 30, 2011.
This item contains short-term loans to BLG LOGISTICS GROUP AG & Co. KG, Bremen to an amount of EUR 5,227,000 (December 31, 2011: EUR 5,227,000). An amount of EUR 11,037,000 (December 31, 2011: EUR 10,377,000) concerns cash management receivables. Another amount of EUR 1,228,000 (December 31, 2011: EUR 2,379,000) relates to trade receivables.
All receivables have a residual term of up to one year.
In the other assets input tax was set off against liabilities consisting of value added tax as of June 30, 2012.
Various payments for services were already made for the entire year 2012 in the period under review. The amounts applying to the second six months of the year were reported as accruals or deferrals on the assets or liabilities side respectively.
The capital stock amounts to EUR 9,984,000 and is divided into 3,840,000 voting bearer shares. Transfer of the shares requires the approval of the Company in accordance with Section 5 of the Memorandum and Articles of Association.
The legal reserves are allocated in full to an amount of EUR 998,400.
An amount of EUR 680,000 was transferred to the other revenue reserves as of December 31, 2011.
The Annual Shareholders' Meeting on May 31, 2012 passed a resolution that the balance sheet profit of EUR 1,536,000 reported as of December 31, 2011 will be paid out in full. The balance sheet profit of EUR 1,065,000 reported as of June 30, 2012 represents the actual result for the first six months of 2012.
The other provisions involve provisions of EUR 265,000 (December 31, 2011: EUR 293,000) for costs in connection with the Annual Shareholders' Meeting, publication of the annual financial statement and the consolidated financial statement as well as auditing costs. An amount of EUR 170,000 relates to the year 2012. Additional provisions of EUR 106,000
(December 31, 2011: EUR 202,000) were made for fixed and variable Supervisory Board remuneration.
All liabilities have a residual term of up to one year.
The liabilities to affiliated companies relate in full to trade payables to BLG LOGISTICS GROUP AG & Co. KG.
The Company is the general partner of the subsidiary BLG LOGISTICS GROUP AG & Co. KG, Bremen. A capital share does not have to be paid in. No risks of being subject to claims are perceptible on the basis of the equity capitalization and the positive results expected for BLG LOGISTICS GROUP AG & Co. KG in the following years.
Transport and storage of tripods at BLG Offshore Terminal on ABC peninsula Bremerhaven
This item contains the liability remuneration based on the Articles of Association and the remuneration for work as general partner of BLG LOGISTICS GROUP AG & Co. KG.
These two items include Supervisory Board remuneration to an amount of EUR 149,000 (previous year: EUR 128,000). The other operating expenses also contain additions to provisions in connection with the Annual Shareholders' Meeting as well as auditing and publication of the annual financial statement and the consolidated financial statement to an amount of EUR 170,000. The other miscellaneous operating expenses essentially relate to administration costs.
Of the interest income, EUR 272,000 (previous year: EUR 270,000) stem from affiliated companies.
Expenses due to taxes on income were reported to an amount of EUR 214,000 (previous year: EUR 167,000).
The taxes on income (corporate income taxes) are reported in each reporting period on the basis of the estimate of the income tax rate that is expected for the entire year. This tax rate is applied to the pretax result of the interim financial statement.
There were no transactions not contained in the balance sheet as of June 30, 2012.
There were no other financial liabilities to take into account in the interim financial statement as of June 30, 2012.
Affiliated companies and parties are, in particular, majority shareholders, subsidiaries that are not included in the consolidated financial statement as a consolidated company or are not directly or indirectly under 100 percent ownership, joint ventures, associated enterprises and persons in key positions, such as Board of Management, Supervisory Board and level 1 executives, as well as their close family members.
The corporate interlacing of the BLG Group with BREMER LAGERHAUS-GESELLSCHAFT –Aktiengesellschaft von 1877– as general partner without capital share and the Free Hanseatic City of Bremen – municipality of Bremen – as sole limited partner of BLG LOGISTICS GROUP AG & Co. KG is explained in the abridged Management Report in the section "Organizational integration".
The composition of the Supervisory Board corresponds to that of March 31, 2012, with the exception of the following changes. Retired Senator Josef Hattig stepped down as a member of the Supervisory Board of the Company, effective as of the end of the Annual Shareholders' Meeting on May 31, 2012. Dr. Klaus Meier was elected to the Supervisory Board by the Annual Shareholders' Meeting on May 31, 2012 as the repre-
Bremerhaven container terminal
sentative of the shareholders until the end of the Annual Shareholders' Meeting that decides on the 2012 financial year.
Immediately after the Annual Shareholders' Meeting the Supervisory Board met and elected Dr. Stephan-Andreas Kaulvers, who has been a member of the body for six years, as its new chairman.
At an extraordinary session on June 29, 2012 the Supervisory Board unanimously appointed Mr. Frank Dreeke as the new Chairman of the Board of Management of BLG LOGISTICS GROUP AG & Co. KG.
Frank Dreeke will succeed CEO Detthold Aden, who is stepping down for reasons of age, on June 1, 2013.
Disclosures on share transactions and shareholdings of the Board of Management and Supervisory Board are provided in the abridged Management Report in the section on Directors' Dealings.
In accordance with Section 160 (1) No. 8 AktG, disclosures have to be made concerning the existence of shareholdings that have been announced to the Company according to Section 21 (1) or (1a) of the Securities Trading Act (WpHG).
A duty of disclosure exists according to WpHG if certain shares in voting rights of the Company have been achieved, exceeded or fallen short of due to acquisition, sale or otherwise. The disclosure shall be made both to the Company and to the Federal Supervisory Office for Securities Trading. The lowest threshold value for the disclosure requirement is three percent of the voting rights.
The following table shows the content of announcements of shareholders who have reported the amount of their share in voting rights to us in accordance with Section 41 (2) of the Securities Trading Act (WpHG).
| Disclosure according to | Voting rights in % | |||
|---|---|---|---|---|
| Shareholder | Section 41 (2) sent. 1 WpHG as of |
direct | allocated 1) | |
| Bremer Landesbank Kreditanstalt Oldenburg – Girozentrale –, Bremen |
April 2, 2002 | 12.61 | ||
| Norddeutsche Landesbank Girozentrale, Hannover |
April 2, 2002 | 12.61 | ||
| Financial holding company of Sparkasse in Bremen, Bremen |
April 8, 2002 | 12.61 | ||
| Free Hanseatic City of Bremen – municipality of Bremen – |
April 9, 2002 | 50.42 |
1) in accordance with Section 22 (1) no. 1 of the Securities Trading Act (WpHG)
| Reporting 2nd quarter 2012 |
August 14, 2012 |
|---|---|
| Reporting 3rd quarter 2012 |
November 9, 2012 |
| Reporting Entire year 2012 |
April 23, 2013 |
| Reporting 1st quarter 2013 |
May 10, 2013 |
| Annual Shareholders' Meeting 2013 |
May 23, 2013 |
| Payment of dividend for 2012 financial year |
May 24, 2013 |
Reporting 2nd quarter 2013 August 9, 2013
Dietmar Krull Tel. +49(0)421 398 3382 Fax +49(0)421 398 3233 e-mail [email protected]
BREMER LAGERHAUS-GESELLSCHAFT –Aktiengesellschaft von 1877– Präsident-Kennedy-Platz 1 28203 Bremen, Germany
www.blg.de
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