17.06.2016,
12262 Zeichen
General meeting information transmitted by euro adhoc. The issuer is
responsible for the content of this announcement.
FACC AG having its registered office in Ried im Innkreis
FN [Business Register Number] 336290w
INVITATION
to the 2nd ordinary shareholders' meeting
This is to invite our shareholders (ISIN AT00000FACC2) to the second ordinary
shareholders' meeting of FACC AG, which will be held on Friday, 15 July 2016,
at 10:00 a.m. at MESSE RIED, Halle 17/1.Stock - Brucknerstrasse 39 in 4910 Ried
i. Innkreis.
AGENDA
1. Presentation of the adopted annual financial statements including the
management report, the consolidated financial statements including the group
management report and the corporate governance report and the report made by
the Supervisory Board for the business year 2015/16. 2. Resolution on approval
of the actions of the Executive Board members for the business year 2015/16. 3.
Resolution on approval of the actions of the Supervisory Board members for the
business year 2015/16. 4. Resolution on remuneration of the Supervisory Board
members for the business year 2015/16.
5. Election of a member of the Supervisory Board
6. Election of the auditor and group auditor for the business year 2016/17.
DOCUMENTS FOR THE SHAREHOLDERS' MEETING
The following documents will be made available for inspection on the internet
at www.facc.com from 24 June 2016 in accordance with Section 108(3) and (4)
AktG and will be available for inspection at the shareholders' meeting:
Annual financial statements including the management report,\nConsolidated financial statements including the group management report,\nCorporate governance report,\nReport of the Supervisory Board,\neach for the business year 2015/16
Proposals for resolutions on items 2 to 6 on the agenda\nText of this invitation to the shareholders' meeting\nForms for granting or revocation of proxy\nINFORMATION ABOUT THE SHAREHOLDERS' RIGHTS AS DEFINED IN SECTIONS 109, 110 AND
118 AKTG
Shareholders whose shares in the aggregate amount to five per cent of the share
capital and who have held those shares for at least three months prior to the
motion may request in writing that additional items be included in the agenda
of the shareholders' meeting and that they be announced. Such requests must be
received by the Company in writing exclusively at the address 4910 Ried i.
Innkreis, Fischerstrasse 9, Investor Relations Department, Attn: Manuel Taverne
by 24 June 2016. Every item so requested to be included in the agenda must be
accompanied by a proposal for resolution including a statement of the reasons.
To evidence the shareholder status for bearer shares kept in custody it is
sufficient to present a deposit receipt as defined in Section 10a AktG which
certifies that the requesting shareholders have held their shares for at least
three months prior to the motion and such evidence must not be older than seven
days at the time of presentation to the Company. Several deposit receipts for
shares which only amount to 5% of the share capital in the aggregate must refer
to the same date. As regards the other deposit receipt requirements reference
is made to the information about the right to attend shareholders' meetings.
Shareholders whose shares in the aggregate amount to one per cent of the share
capital may submit proposals for resolutions regarding any item on the agenda
in text format including a statement of the reasons and request that such
proposals be made accessible on the Company's website, including the names of
the shareholders concerned, the reasons for the same, which have to be
included, and comments of the Executive Board or the Supervisory Board, if any.
Such request must be received by the Company in text format by letter to 4910
Ried i. Innkreis, Fischerstrasse 9, Investor Relations Department, Attn: Manuel
Taverne or by e-mail to investor.relations@facc.com by 6 July 2016 and the
request must be attached to the email message in text format, e.g. as a
pdf-file. A proposal for resolution which was announced in accordance with
Section 110(1) AktG shall only be voted on if the said proposal is made again
as a motion at the shareholders' meeting. To evidence the shareholder status to
be able to exercise this shareholder right it shall be sufficient for bearer
shares kept in custody to provide a deposit receipt in accordance with Section
10a AktG which must not be older than seven days at the time of presentation to
the Company. Several deposit receipts for shares which only amount to 1% of the
share capital in the aggregate must refer to the same date. As regards the
other deposit receipt requirements reference is made to the information about
the right to attend shareholders' meetings. At the shareholders' meeting every
shareholder is entitled to file motions with respect to any item on the agenda
that require no prior announcement. This requires evidence of the right to
attend the meeting, i.e. an invitation to the shareholders' meeting. This does
not apply to elections to the Supervisory Board. An application of a
shareholder regarding the election of a member of the supervisory board
mandatorily requires the timely submission of a proposal for a resolution
pursuant to section 110 of the Austrian Stock Corporation Act, including a
declaration pursuant to section 87 paragraph 2 of the Austrian Stock
Corporation Act. For elections into the supervisory board (agenda item number
5) the following needs to be taken into account: in case of a proposal for the
election of a supervisory board member the declaration of the proposed person
pursuant to section 87 paragraph 2 of the Austrian Stock Corporation Act
replaces the reasoning. This needs to be received by the company at the latest
on 6 July 2016 and must be published by the company on the website mentioned in
the commercial register at the latest by 8 July 2016; in case of an
infringement of such deadlines the respective person may not be considered in
the elections. When electing supervisory board members the shareholder's
meeting shall take into account the criteria of section 87 paragraph 2 a of the
Austrian Stock Corporation Act, in particular the professional and personal
qualification of the members, a balance of professions of the supervisory
board, aspects of diversity and of internationality as well as the professional
reliability need to be taken into account.
At the shareholders' meeting every shareholder shall, upon request, be informed
about company affairs to the extent that such information is required for
proper assessment of an item on the agenda. The duty to provide information
also includes the legal and business relationships of the Company to an
affiliate. The duty to provide information also includes information on the
situation of the group and the entities included in the consolidated financial
statements. Such information may be denied if, according to the reasonable
judgement of an entrepreneur, disclosure of the same might cause a material
disadvantage to the Company or an affiliated enterprise or might be punishable.
For reasons of procedural economy please submit any questions the answering of
which requires an extended period of preparation timely before the
shareholders' meeting via email to investor.relations@facc.com or by letter to
the Company in 4910 Ried im Innkreis, Fischerstrasse 9, Investor Relations
Department, Attn: Manuel Taverne.
More information on these shareholder rights as defined in Sections 109, 110
and 118 AktG are now available on the Company's website at www.facc.com.
RECORD DATE AND ATTENDANCE AT SHAREHOLDERS' MEETINGS
The right to attend a shareholders' meeting and to exercise voting rights and
other shareholder rights which are to be claimed in connection with
shareholders' meetings depends on the shares held at 5 July 2016, midnight
(Record Date). Only persons who are shareholders at the Record Date and provide
evidence thereof to the Company are entitled to attend the shareholders'
meeting. A deposit receipt as defined in Section 10a AktG which is received by
the Company's registration office by 12 July 2015 shall suffice as evidence of
the shareholding at the Evidence Date.
Registration office:
Fax no.: +43(0)1 8900 500 99
Email address: anmeldung.facc@hauptversammlung.at (as a scanned attachment;
PDF, TIF, etc.) Via SWIFT: GIBAATWGGMS (Message Type MT598, ISIN <AT00000FACC2>
must be stated in the text field)"
Deposit receipt pursuant to Section 10a AktG
The deposit receipt must be issued by the bank keeping the securities account,
whose registered office shall be in a member state of the European Economic
Area or in a Full Member State of the OECD, and shall contain the following
information:
- information on the issuer: name and address or a standard code used for
transactions between banks (SWIFT code), - information on the shareholder:
name, address, date of birth in the case of individuals, register and register
number in the case of legal entities, - information on the shares: number of
shares held by the shareholder (ISIN AT00000FACC2)
securities account number or any other identification,\nexpress statement that the confirmation refers to the status of the\nsecurities account on 5 July 2016, midnight (CET).
Deposit receipts will be accepted in German or in English. The shareholders
will not be blocked by their registration for the shareholders' meeting and/or
their submission of a deposit receipt; thus, shareholders may continue to
freely dispose of their shares even after registration and/or transmission of a
deposit receipt.
REPRESENTATION BY PROXY
Every shareholder who is entitled to attend the shareholders' meeting has the
right to appoint a proxy, who shall attend the shareholders' meeting on behalf
of the shareholder and who shall have the same rights as the shareholder s/he
represents. A proxy must be granted to a specific person (a natural or a legal
person) in text format, and also several persons may be granted proxy. The
proxy must be received by the Company exclusively at one of the addresses
stated below:
by fax: +43(0)1 8900 500 99
via SWIFT: GIBAATWGGMS (Message Type MT598, ISIN <AT00000FACC2> must be stated
in the text field)
by post:
FACC AG
Investor Relations
Fischer Strasse 9
4910 Ried i. Innkreis
Email: anmeldung.facc@hauptversammlung.at (as a scanned attachment; PDF, TIF,
etc.)
Personally when registering for the shareholders' meeting at the location of
the shareholders' meeting.
A proxy form and a form for revocation of proxy will be sent to you upon
request and are available on the Company's website at www.facc.com. If the
proxy is not handed in personally upon registration on the day of the
shareholders' meeting, the proxy must be received by the Company by 14 July
2016, 2 p.m. The foregoing regulations on granting proxy shall apply mutatis
mutandis to revocation of proxy. If a shareholder has granted proxy to the bank
that keeps his/her securities account(s), in addition to the deposit receipt a
confirmation by one of the permitted means (see above) of the bank to the
effect that it was granted proxy shall suffice.
TOTAL NUMBER OF SHARES AND VOTING RIGHTS
At the time the shareholders' meeting is convened the Company's share capital
is divided into 45,790,000 no-par-value shares. Every share entitles the holder
to one vote. At the time the shareholders' meeting is convened the Company
holds no treasury shares. Therefore, the total number of shares granting a
right to attend and vote amounts to 45,790,000 shares at the time the
shareholders' meeting is convened.
To ensure smooth admission the shareholders are requested to arrive in due time
before the meeting. The shareholders and/or their proxies are requested to
present an official identification document including a photo (driver's
licence, passport, identity card) for identification at the entrance to the
shareholders' meeting. Admission for collection of voting cards will start at
9:30 a.m.
Ried i. Innkreis, June 2016
The Executive Board
end of announcement euro adhoc
issuer: FACC AG
Fischerstraße 9
A-4910 Ried im Innkreis
phone: +43/59/616-0
FAX: +43/59/616-81000
mail: office@facc.com
WWW: www.facc.com
sector: Industrial Components
ISIN: AT00000FACC2
indexes:
stockmarkets: Regulated free trade: Wien
language: English
Digital press kit:
http://www.ots.at/pressemappe/7665/aom
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FACC
Akt. Indikation: 6.18 / 6.27
Uhrzeit: 09:50:54
Veränderung zu letztem SK: 0.08%
Letzter SK: 6.22 ( 1.80%)
Bildnachweis
1.
FACC: Lange Nacht der Forschung, Seite 2/4, komplettes Dokument unter http://boerse-social.com/static/uploads/file_940_facc_lange_nacht_der_forschung.pdf
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