09.08.2016,
11548 Zeichen
General meeting information transmitted by euro adhoc. The issuer is
responsible for the content of this announcement.
Kapsch TrafficCom AG
Vienna, FN 223805 a
ISIN AT000KAPSCH9
INVITATION
We would like to invite our shareholders to the Annual General Meeting of
Kapsch TrafficCom AG on Wednesday, September 7th, 2016 at 10.00 a.m., in the
conference room of Kapsch TrafficCom AG, 1120 Vienna, Am Europlatz 2.
AGENDA
1. Presentation of the annual financial statements including the management
report and the corporate governance report, the consolidated financial
statements including the management report for the Group, the proposal on
the allocation of the balance sheet profit and the report of the Supervisory
Board for the business year 2015/2016
2. Resolution on the allocation of the balance sheet profit
3. Resolution on the formal approval of the actions of the members of the
Management Board for the business year 2015/2016
4. Resolution on the formal approval of the actions of the members of the
Supervisory Board for the business year 2015/2016
5. Appointment of the auditors and the group auditors for the business year
2016/2017
6. Election to the Supervisory Board
DOCUMENTATION FOR THE ANNUAL GENERAL MEETING
Especially the following documents will be available online at www.kapsch.net/
de/ktc/investor_relations on August 17th, 2016 at the latest and will also be
available during the annual general meeting.
annual financial statements and management report,\ncorporate governance report,\nconsolidated financial statements and management report for the group,\nproposal for the allocation of the balance sheet profit,\nreport of the Supervisory Board, each for the business year 2015/2016;\nproposed resolutions of the management board and the supervisory board as to the items 2 - 6 of the agenda,\nform for the grant of a proxy,\nform for the revocation of a proxy,\nfull text of this invitation.\nNOTICE OF THE RIGHTS OF THE SHAREHOLDERS IN ACCORDANCE WITH SECTIONs 109, 110,
118 AND 119 OF THE AUstrian STOCK CORPORATION ACT
Shareholders holding in the aggregate 5 % or more of the share capital and who
have held such shareholding for a period of at least three months before the
application, may request in writing the inclusion and announcement of
additional agenda items for this Annual General Meeting, provided such request
is received by the Company in writing no later thanAugust 17th, 2016 and
exclusively to the address Am Europlatz 2, 1120 Vienna, Austria, Investor
Relations Department, Mr.
Hans Lang. The capacity as shareholder has to be
evidenced by submitting a deposit confirmation pursuant to Sec. 10a of the
Austrian Stock Corporation Act (Aktiengesetz -"AktG") confirming that the
shareholders have held their shares for at least three months prior to making
such requests. Such confirmation must have been issued not earlier than seven
days prior to the time of its submission to the Company. As regards the other
requirements of the deposit confirmation, please refer to the information on
the entitlement to participate in the Annual General Meeting.
Shareholders who hold in the aggregate 1 % or more of the share capitalmay
submit written proposals for resolutions for each agenda item together with
reasoning for their proposal and may request that such proposal including the
reasoning be made available on the website of the Company, provided such
request is received by the Company no later than August 31st, 2016 via fax at
+43(0)50811 1709 or via mail at Am Europlatz 2, 1120 Vienna, Austria, Investor
Relations Department, Mr. Hans Lang or via e-mail to
ir.kapschtraffic@kapsch.net. The request must be submitted in a text format,
e.g. PDF, and attached to the e-mail.
In the case of a nomination of a candidate for election to the Supervisory
Board, instead of a statement of grounds, a statement by the candidate must be
submitted in accordance with Sec. 87 para 2 AktG.
The capacity as shareholder has to be evidenced by submitting a deposit
confirmation pursuant to Sec. 10a AktG which must have been issued not earlier
than seven days prior to its submission to the Company. The other requirements
as to content and form of the deposit confirmation are included in the
information on the entitlement to participate in the Annual General Meeting.
Upon request each shareholder is entitled to receive information on the matters
of the Company during the Annual General Meeting, to the extent such
information is necessary for the proper assessment of an agenda item.
Please send any questions which require extended preparation for them to be
answered to Mr. Hans Lang duly in advance of the Annual General Meeting in
writing to ensure that the meeting can be conducted in an efficient manner.
Questions can be sent to the Company by e-mail to the address
ir.kapschtraffic@kapsch.net or by telefax at +43 (0) 50811 1709.
At the Annual General Meeting, each shareholder is entitled to propose motions
on any agenda item. However, a shareholder motion to nominate a candidate for
election to the Supervisory Board requires timely submission of a resolution
proposal in accordance with Sec. 110 AktG. Candidates for election to the
Supervisory Board (Agenda Item 6) can only be nominated by shareholders whose
combined holdings represent at least 1% of the share capital. The Company must
receive such nominations no later than August 29th, 2016, in the manner
described above. Each election proposal must be accompanied by a statement in
accordance with Sec. 87 para 2 AktG by the candidate on his or her professional
qualifications, professional or comparable positions held, and all
circumstances that might constitute reasonable grounds for fearing a conflict
of interest.
Additional information on the rights of the shareholders in accordance with Sec
109, 110, 118 and 119 AktG are available on the website of the Company at
www.kapsch.net/de/ktc/investor_relations .
RECORD DATE AND PARTICIPATION IN THE ANNUAL GENERAL MEETING
The entitlement to participate in the Annual General Meeting and to exercise
the voting rights and other shareholders' rights to be exercised in the Annual
General Meeting depends on the shareholdings on the record date, i.e. 12pm
midnight - CEST (Local Time Vienna), August 28th, 2016 (record date). Only
persons who are shareholders on the record date and provide evidence therefore
are entitled to participate in the Annual General Meeting.
In case of deposited bearer shares, the shareholding as of the record date are
to be evidenced by a deposit confirmation in accordance with section 10a AktG
to be addressed to and received by the Company not later thanSeptember 2nd,
2016 exclusively at one of the addresses stated below.
Via mail
Kapsch TrafficCom AG
Investor Relations
Attn. Mr. Hans Lang
Am Europlatz 2
1120 Vienna
Via fax: +43 (1) 8900 500 - 68
Via e-mail: anmeldung.kapsch@hauptversammlung.at, whereas the deposit
conformation should be attached to the e-mail in text format, e.g. PDF
Via SWIFT: GIBAATWGGMS; Message Type MT598, ISIN AT000KAPSCH9 must be indicated
in the text)
The deposit confirmation must be issued by the bank where the shareholder has
deposited his/her shares with its head office in a state which must be either a
member state of the European Economic Area or a full member of the OECD and
must contain the following information:
Details of the issuing bank: name / name of company and address or a code used for transactions between banks;\nShareholder details: name / name of company, address, date of birth for individuals, register and register number for legal entities, if applicable;\nInformation on the shares: number of the shares ISIN AT000KAPSCH9 held by the shareholder;\nDeposit number and/or another description; and\nTime to which the deposit information refers to. The deposit confirmation as evidence for the shareholding must refer to the record date stated above, i.e. August 28th, 2016.\nDeposit confirmations are accepted in German or in English.
REPRESENTATION BY PROXY
Each shareholder who is entitled to participate in the Annual General Meeting
has the right to appoint a proxy who participates in the Annual General Meeting
to represent such shareholder. The proxy holder attends the Annual General
Meeting on behalf of the shareholder and has the same rights as the shareholder
he/she represents.
The power of attorney must be granted to a specific person (either an
individual or a legal entity) in text form; also several persons may be
authorized.
The power of attorney must be addressed to and received by the Company
exclusively at one of the addresses stipulated below by September 06th, 2016 at
4 p.m. at the latest:
Via mail
Kapsch TrafficCom AG
Investor Relations
Attn. Mr. Hans Lang
Am Europlatz 2
1120 Vienna
Via fax: +43 (1) 8900 500 - 68 Via e-mail:
anmeldung.kapsch@hauptversammlung.at, whereas the power of attorney should be
attached to the e-mail in text format, e.g. PDF
In person: in the course of the registration to the Annual General Meeting at
the location of the meeting
After that, the power of attorney or its revocation has to be presented
personally to the registration desk on the day and at the venue of the Annual
General Meeting.
A power of attorney sample and a sample for the revocation of the power of
attorney can be sent to you upon request or you can retrieve it from the
Company's website at www.kapsch.net/de/ktc/investor_relations.
The above provisions for the granting of proxies apply mutatis mutandis to the
revocation of proxies.
In case a shareholder granted a power of attorney to his/her depositary bank,
it is sufficient if such bank declares that it has power of attorney and
provides a deposit confirmation. For the transmission of this declaration,
section 10a paragraph 3 AktG applies mutatis mutandis.
As a special service, a representative of the "Interessensverband für Anleger"
(IVA, Austrian Association of Investors), 1130 Vienna, Feldmühlgasse 22, is
available to shareholders as an independent representative who is bound by the
shareholders' instructions for exercising voting rights at the Annual General
Meeting; a special form for such power of attorney may be downloaded at the
Company's website at www.kapsch.net/de/ktc/investor_relations. Shareholders may
also contact Mr. Michael Knap of IVA directly by calling +43-1-8763343-30, by
fax at +43-1-8763343-39 or by e-mail Michael.knap@iva.or.at.
TOTAL NUMBER OF SHARES AND VOTING RIGHTS
At the time of the convocation of the Annual General Meeting the share capital
of the Company amounts to EUR 13,000,000.00 and is divided into 13,000,000 no-
par bearer shares. Each share grants one vote. At the time of the convocation
of the Annual General Meeting the Company holds neither directly nor indirectly
own shares. The total number of shares entitled to participate in and vote at
the Annual General Meeting therefore amounts to 13,000,000 shares at the date
of the convocation of the Annual General Meeting.
In order to avoid delays at the entrance checks, shareholders are asked to be
present in due time before the start of the Annual General Meeting. Voting
cards may be collected from 9.30 a.m. on.
Vienna, August 2016
The Management Board
end of announcement euro adhoc
issuer: Kapsch TrafficCom AG
Am Europlatz 2
A-1121 Wien
phone: +43 1 50811 1122
FAX: +43 1 50811 99 1122
mail: ir.kapschtraffic@kapsch.net
WWW: www.kapschtraffic.com
sector: Technology
ISIN: AT000KAPSCH9
indexes: Prime Market
stockmarkets: official market: Wien
language: English
Digital press kit: http://www.ots.at/pressemappe/411/aom
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Kapsch TrafficCom
Akt. Indikation: 8.48 / 8.62
Uhrzeit: 18:12:42
Veränderung zu letztem SK: -2.84%
Letzter SK: 8.80 ( -0.45%)
Bildnachweis
1.
Kapsch-IR-Boss Marcus Handl - Grösster Kursgewinner Börse Wien Kapsch TrafficCom
, (© photaq/Martina Draper) >> Öffnen auf photaq.com
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