Burgenland Holding AG
- WKN: 879095
- ISIN: AT0000640552
- Land: Österreich
Nachricht vom 24.02.2012 | 09:00
Burgenland Holding AG: Convening of the 23rd Annual General Meeting of Burgenland Holding AG scheduled to take place on Friday, March 23rd, 2012, 10:00am, location: Technologiezentrum Eisenstadt,Marktstraße 3, 7000 Eisenstadt
Burgenland Holding AG / Announcement of the Convening of the General
Meeting
24.02.2012 09:00
Announcement of the Convening of the General Meeting, transmitted by DGAP
- a company of EquityStory AG.
The issuer is solely responsible for the content of this announcement.
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Agenda:
1. Presentation of the approved annual financial statements, of the
management report submitted by the Executive Board and the Corporate
governance report, including the report of the Supervisory Board for the
2010/11 financial year as well as the proposal for the application of
profit.
2. Adoption of a resolution on the distribution of the net profits for the
year as shown in the annual financial statements as of September 30th,
2011.
3. Adoption of a resolution concerning the approval of the actions of the
Executive Board and of the Supervisory Board for the 2010/11 financial
year.
4. Appointment of the auditor for the 2011/12 financial year.
Opportunity for shareholders to inspect records pursuant to sec. 108
paragraphs 3 to 5 of the Austrian Stock Corporation Act (AktG) (Article 106
(4) of the Stock Corporation Act)
The records pursuant to Article 108 (3 to 5) of the Stock Corporation Act
may be accessed via the Company's Internet page under www.buho.at as
registered with the Commercial Register as from the 21st day before the
Annual General Meeting, i.e., from March 2nd, 2012. The Company's Internet
page also provides access to the model forms for granting and revoking a
power of attorney pursuant to Article 114 of the Stock Corporation Act.
Reminder to the shareholders of their rights pursuant to Articles 109, 110
and 118 of the Stock Corporation Act (Article 106 (5) of the Stock
Corporation Act)
Pursuant to Article 109 of the Stock Corporation Act, shareholders the
total of whose shares add up to 5% of the Company's share capital are
entitled to demand, in writing, that certain items determined by
them be included in the agenda of the subsequent Annual General Meeting and
publicized accordingly. Each item requested to be included in the agenda
must be accompanied by a draft resolution including a
statement of reasons. The applicants must have held their shares for at
least three months before the filing of the respective request. The
shareholders' request must have been received by the Company not
later than on the 21st day before the Annual General Meeting, i.e., on or
before March 2nd, 2012.
Pursuant to Article 110 of the Stock Corporation Act, shareholders the
total of whose shares add up to 1% of the Company's share capital are
entitled to submit to the Company, in text form (Article 13 (2) of
the Stock Corporation Act), written proposals for resolution with regard to
each individual item on the agenda and to demand that such proposals be
made accessible on the Company's Internet page, together
with the names of the shareholders in question, the required statement of
reasons and a statement (optional) by the Executive Board or the
Supervisory Board. Such a request must be taken into account if it
is received by the Company on or before the seventh working day before the
Annual General Meeting, i.e., on or before March 14th, 2012. In case of a
proposal concerning the election of a member of the
Supervisory Board, the statement of reasons will be replaced by the
declaration made by the nominated person pursuant to Article 87 (2) of the
Stock Corporation Act.
Pursuant to Article 118 of the Stock Corporation Act, each shareholder is
entitled, during the Annual General Meeting, to request and receive
information concerning the Company' business, to the extent
that such information is necessary for a proper understanding of any item
on the agenda. The obligation of providing information also extends to the
Company's legal and business relationship with any of its affiliated
companies, to the situation of the Group and of the enterprises included in
the consolidated financial statements.
The request for information may be refused in cases where reasonable
entrepreneurial evaluation of the subject in question indicates that the
disclosure of such information is likely to cause a considerable
disadvantage to the Company or to any of its affiliated companies or that
disclosure would lead to prosecution. A request for information may also be
refused in cases where the information in question was accessible via the
'Questions and Answers' section of the Company's Internet page for a
minimum period of seven days before the start of the Annual General
Meeting. If you have questions the answering of which requires some
preparation time, please address them to the
Company in writing and in good time before the Annual General Meeting.
Those shareholder rights that depend on the shares having been held by the
shareholder in question over a determined period may only be exercised
subject to the provision of proof of share ownership throughout the
relevant period in each case; such proof must be provided by means of a
certificate of deposit pursuant to Article 10a of the Stock Corporation Act
or, in the case of shares that are not deposited in a custody account, by
means of a confirmation signed by notary. Further information
concerning the shareholder rights, particularly those pursuant to Articles
109, 110 and 118 of the Stock Corporation Act, may also be found on the
Company's Internet page, www.buho.at.
Proposals for additions or amendments to the agenda, proposals for
resolution and questions should be addressed to the Company by letter
(Burgenland Holding AG, attn.: Nikolaus Korab, Marktstraße 3, 7000
Eisenstadt), by fax (+43 (0)1 8900500 90) or by e-mail
(anmeldung.buho@hauptversammlung.at).
Proposals should be attached to the e-mail for example as a PDF.
Record Date and conditions for attending the Annual General Meeting
pursuant to Article 111 of the Stock Corporation Act (Article 106 (6 and 7)
of the Stock Corporation Act)
Pursuant to Article 111 (1) of the Stock Corporation Act, as well as of
Article 9 of the Articles of Incorporation, the right to attend the Annual
General Meeting and to exercise the shareholder rights is
determined by the shares held by the end of the tenth day before the date
of the Annual General Meeting (record date), i.e., by the shares held by
the respective shareholder at 24:00 on March 13th; 2012
(CET). Shareholders wishing to attend the Annual General Meeting and to
exercise shareholder rights are obligated to supply proof of ownership of
their shares to the Company as of the record date.
In the case of bearer shares deposited in a custody account, a certificate
of deposit pursuant to Article 10a of the Stock Corporation Act, which must
be submitted to the Company not later than by the third
working day before the Annual General Meeting, i.e., on March 20th, 2012,
will be deemed sufficient proof of ownership of the shares in question as
of the record date. The certificate of deposit must have
been issued by the credit institution maintaining the custody account,
which must have its seat in a member state of the European Economic Area or
in a full member state of the OECD. As a minimum requirement, the
certificate of deposit shall contain the data required pursuant to Article
10a (2) of the Stock Corporation Act. In cases where the certificate of
deposit is intended to be used as proof of current shareholder status, it
must have been issued no earlier than within the last seven days before
submission to the Company. Certificates of deposit will be accepted in
German and in English.
For bearer shares that have not been deposited in a custody account, proof
of shareholder status shall be provided by way of a written confirmation
signed by a notary that must have been received by the Company not later
than by the third working day before the Annual General Meeting, i.e., by
March 20th,2012.
Proof of share ownership on the record date must have been received by the
Company on or before the third working day before the Annual General
Meeting, i.e., on or before March 20th, 2012, by letter
(Burgenland Holding AG, attn.: Nikolaus Korab, Marktstraße 3, 7000
Eisenstadt), by fax (+43 (0)1 8900500 90) or by e-mail
(anmeldung.buho@hauptversammlung.at). Documents should be attached to
the e-mail for example as a PDF.
Pursuant to Article 262 (20) of the Stock Corporation Act, the Company
herewith determines that, contrary to the provisions of Article 10a (3),
second sentence, of the Stock Corporation Act, it will not
accept certificates of deposit and statements pursuant to Article 114 (1),
fourth sentence, of the Stock Corporation Act via an internationally
established, specially secured communication network of credit
institutions the participants of which can be identified beyond doubt.
Possibility of appointing a representative pursuant to Article 113 et seq.
of the Stock Corporation Act (Article 106 sub-para. 8 of the Stock
Corporation Act)
All shareholders entitled to attend the Annual General Meeting have the
right to appoint an individual or
a legal person as representative, namely by means of a power of attorney
issued in writing or in text form. The Company itself, or any member of the
Executive Board or of the Supervisory Board, shall be entitled to act as
representative exercising voting rights only in cases where the relevant
shareholder has issued explicit instructions as to how the voting rights
are to be exercised with regard to each individual item of
the agenda. (The power of attorney must be issued to a specific individual
or legal person). In cases where the shareholder has issued a power of
attorney to the credit institution maintaining the custody account
(Article 10a of the Stock Corporation Act), a declaration on the part of
the latter added to the certificate of deposit, to the effect that it has
been granted a power of attorney, will be sufficient.
Powers of attorney may be issued by means of the form provided on the
Company's Internet page, www.buho.at, which also permits the granting of a
limited power of attorney. The power of attorney must be sent to, and kept
on file by, the Company.
Powers of attorney may be sent to the Company exclusively until March 22nd,
2012, 4 pm, latest, in written form by letter (Burgenland Holding AG,
attn.: Nikolaus Korab, Marktstraße 3, 7000 Eisenstadt), by
fax (+43 (0)1 8900500 90) or by e-mail anmeldung.buho@hauptversammlung.at).
Documents should be attached to the e-mail for example as a PDF. On the day
of the General Assembly, the delivery of the power of attorney is only
possible by hand upon the registration to the General Assembly at the place
of that assembly.
The above provisions regarding the granting of the power of attorney shall
also apply, mutatis mutandis, to its revocation.
Total number of shares and voting rights as of the date of the Notice of
the Meeting (Article 106 sub-para. 9 of the Stock Corporation Act)
As of the date of the Notice convening the Annual General Meeting, the
Company's share capital amounts to EUR 21,810,000.00 and is divided into in
3,000,000 no-par-value bearer shares. Each share
confers one vote. As of the date of the Notice convening the Annual General
Meeting, the Company does not hold own shares. There is only one class of
shares.
Admittance: doors to the room in which the Annual General Meeting will be
held will be opened at 9:00am.
You may find further information concerning the conduct of the Annual
General Meeting, etc. on the Company's Internet page, www.buho.at.
Eisenstadt, February 2012
The Executive Board
24.02.2012 DGAP's Distribution Services include Regulatory Announcements,
Financial/Corporate News and Press Releases.
Media archive at www.dgap-medientreff.de and www.dgap.de
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Language: English
Company: Burgenland Holding AG
Marktstraße 3
7000 Eisenstadt
Austria
Phone: +43 2236 200 24186
Fax: +43 2236 200 84703
E-mail: info@buho.at
Internet: www.buho.at
ISIN: AT0000640552
WKN: 879095
Listed: Freiverkehr in Berlin, Stuttgart; Wien (Amtlicher Handel /
Official Market)
End of Announcement DGAP News-Service
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