DVB Bank SE Invitation to the Annual General Meeting on 25 June 2015

Save this PDF as:
 WORD  PNG  TXT  JPG

Size: px
Start display at page:

Download "DVB Bank SE Invitation to the Annual General Meeting on 25 June 2015"

Transcription

1 Frankfurt/Main, Germany German Securities Code (WKN): ISIN: DE Invitation to the Annual General Meeting on 25 June 2015 We hereby invite our shareholders to attend the Annual General Meeting held on Thursday, 25 June 2015, at 10:00 a.m. at the German National Library (Deutsche Nationalbibliothek), Adickesallee 1, Frankfurt/Main, Germany. 1

2 Agenda 1 Presentation of the confirmed financial statements (in accordance with the German Commercial Code Handelsgesetzbuch, HGB) and the management report of for the 2014 business year, including the explanatory report of the Board of Managing Directors regarding the information under section 289 (4) and (5) of the HGB, as well as the report of the Supervisory Board for the 2014 business year Presentation of the approved consolidated financial statements (in accordance with IFRS) and the group management report for the 2014 business year, including the explanatory report of the Board of Managing Directors regarding the information under section 315 (4) of the HGB, as well as the report of the Supervisory Board for the 2014 business year 2 Passing of a resolution on the appropriation of net retained profit for the 2014 business year 3 Passing of a resolution on the formal approval of the members of the Board of Managing Directors for the 2014 business year 4 Passing of a resolution on the formal approval of the members of the Supervisory Board for the 2014 business year 5 Passing of a resolution on the appointment of the external auditors for the 2015 business year 6 Passing of a resolution on the new elections to the Supervisory Board 2

3 Proposals for Resolution Re: Item 1 of the agenda Presentation of the confirmed financial statements (in accordance with the German Commercial Code Handelsgesetzbuch, HGB) and the management report of for the 2014 business year, including the explanatory report of the Board of Managing Directors regarding the information under section 289 (4) and (5) of the HGB, as well as the report of the Supervisory Board for the 2014 business year Presentation of the approved consolidated financial statements (in accordance with IFRS) and the group management report for the 2014 business year, including the explanatory report of the Board of Managing Directors regarding the information under section 315 (4) of the HGB, as well as the report of the Supervisory Board for the 2014 business year In accordance with section 172 sentence 1 of the German Public Limited Companies Act (Aktiengesetz AktG), the Supervisory Board approved the annual financial statements prepared by the Board of Managing Directors on 4 March 2015; the financial statements have thus been confirmed. The Supervisory Board approved the consolidated financial statements prepared by the Board of Managing Directors on 26 March The passing of a resolution on this agenda item is therefore not required. Said documents, including the proposal of the Board of Managing Directors regarding the appropriation of net retained profit, which is included in the group management report, are available for download on the Company's website > English > Investors > Publications > Financial reports. They are also available for inspection by shareholders at the Company's premises, from the time of convening the Annual General Meeting, during business hours (09:00 a.m. to 5:00 p.m. CET): Group Corporate Communications Ms Elisabeth Winter Platz der Republik Frankfurt/Main, Germany By contacting this address, shareholders may also request that these documents be forwarded to them, free of charge and without delay. The above documents will also be available at the Annual General Meeting. 3

4 Re: Item 2 of the agenda Passing of a resolution on the appropriation of net retained profit for the 2014 business year The Board of Managing Directors and the Supervisory Board propose the following resolution: The net retained profit of for the 2014 business year of 27,880, shall be used in full to pay a dividend of 0.60 per no-par value share entitled to dividend payments. To the extent that the Company holds treasury shares at the time of the Annual General Meeting, that portion of the net retained profit that relates to any such treasury shares will be transferred to retained earnings. Re: Item 3 of the agenda Passing of a resolution on the formal approval of the members of the Board of Managing Directors for the 2014 business year The Board of Managing Directors and the Supervisory Board propose that formal approval be granted, for the 2014 business year, for the members of 's Board of Managing Directors who were in office during that period. Re: Item 4 of the agenda Passing of a resolution on the formal approval of the members of the Supervisory Board for the 2014 business year The Board of Managing Directors and the Supervisory Board propose that formal approval be granted, for the 2014 business year, for the members of 's Supervisory Board who were in office during that period. Re: Item 5 of the agenda Passing of a resolution on the appointment of the external auditors for the 2015 business year In accordance with the proposal by the Audit Committee, the Supervisory Board proposes to adopt the following resolution: Ernst & Young GmbH Wirtschaftsprüfungsgesellschaft, Stuttgart, shall be appointed as external auditors of both the annual financial statements and the consolidated financial statements of for the 2015 business year. Ernst & Young GmbH Wirtschaftsprüfungsgesellschaft, Stuttgart, shall also be appointed as the auditors for any review of (i) condensed financial statements and the interim management report (pursuant to sections 37w (5) and 37y no. 2 of the German Securities Trading Act (WpHG)) as at 30 June 2015; and (ii) interim financial statements and interim consolidated financial statements (pursuant to sections 340a (3) and 340 i (4) of the HGB) prepared prior to the Annual General Meeting held in

5 Re: Item 6 of the agenda Passing of a resolution on the new elections to the Supervisory Board Dr Peter Klaus retired from his office as a member of the Supervisory Board of, with effect from 31 October 2014, for personal reasons. Furthermore, upon the close of the Annual General Meeting on 25 June 2015, Dr Klaus Nittinger will retire from the Supervisory Board of, for reasons of age. This requires the election of new members of the Supervisory Board. The Supervisory Board of is made up of nine members (comprising six shareholder representatives and three employee representatives) in accordance with (i) Article 40 (2) and (3) of EC Council Regulation 2157/2001 of 8 October 2001 on the Statute for a European company (SE), (ii) section 17 of the German SE Implementing Act (SE- Ausführungsgesetz), (iii) section 21 (3) of the German Act on the Participation of Employees in a European company (SE-Beteiligungsgesetz), (iv) clause 19 of the agreement on the participation of employees in of 7/19 August 2008 (hereinafter referred to as the Co-Determination Agreement ) and (v) Article 11 (1) of the Company s Memorandum and Articles of Association. The General Meeting resolves, pursuant to Article 11 (1), sentence 2 of s Memorandum and Articles of Association, solely on the election of the six shareholder representatives, as the Co-Determination Agreement provides that the three employee representatives be elected directly by the SE works council, rather than by the General Meeting. With regard to elections of shareholder representatives to the Supervisory Board, the General Meeting is not bound by nominations. In accordance with the recommendation by the Nomination Committee, the Supervisory Board proposes to adopt the following resolution: The following persons are appointed as members of 's Supervisory Board, succeeding retiring members Dr Peter Klaus and Dr Klaus Nittinger, for a term of office ending at the conclusion of the Annual General Meeting which resolves on the formal approval (Entlastung) of the Supervisory Board for the 2018 business year: Dr Peter Jansen, Hamburg, Germany Member of the Executive Board of Lufthansa Technik AG, Hamburg, Germany Mrs Ulrike Donath, Cologne, Germany Freelance mediator for business and family mediation and former Head of Consolidated Financial Statements main department of Deutsche Lufthansa AG, Cologne, Germany It is intended to carry out the election of members to the Supervisory Board at the General Meeting by way of individual polls. Both candidates are independent and possess the requisite expertise in the areas of accounting or auditing as defined in section 100 (5) of the AktG. 5

6 Supplementary information to agenda item no. 6, pursuant to section 125 (1) sentence 5 of the AktG, concerning the candidates nominated for election to the Supervisory Board The persons nominated for election to the Supervisory Board under agenda item 6 are members of a statutory supervisory board (indicated by "a)"), or a similar governing body within Germany or abroad (indicated by "b)"), of the companies or enterprises listed below: Dr Peter Jansen, Hamburg, Germany Member of the Executive Board of Lufthansa Technik AG, Hamburg, Germany: a) none b) Chairman of the Board of Directors of Lufthansa Technik Logistik GmbH, Hamburg, Germany Chairman of the Board of Directors of Lufthansa Technik A.E.R.O. Alzey GmbH, Alzey, Germany Member of the Supervisory Board of Lufthansa Technik Philippines Inc., Manila, Philippines Chairman of the Board of Directors of Lufthansa Technik Airmotive Ireland Leasing Ltd, Dublin, Ireland Chairman of the Board of Directors of Lufthansa Technik Airmotive Ireland Holding Ltd, Dublin, Ireland On the date of the General Meeting, Dr Peter Jansen will hold the following office only: Member of the Supervisory Board of Lufthansa Technik Philippines Inc., Manila, Philippines Ms Ulrike Donath, Cologne, Germany Freelance mediator for business and family mediation and former Head of Consolidated Financial Statements main department of Deutsche Lufthansa AG, Cologne, Germany a) none b) Member of the Supervisory Board of ÖLH Österreichische Luftverkehrs-Holding-GmbH, Vienna, Austria Member of the Supervisory Board of Austrian Airlines AG, Vienna, Austria 6

7 More information on the Annual General Meeting 1 Documents; reference to the Company website As from the date of convening the Annual General Meeting, the documents to be made available to the Meeting, together with the contents of the notice convening the Meeting (including an explanation if no resolution is required to be passed on an agenda item, as well as the total number of shares and voting rights at the time convening the General Meeting), a proxy form and further information related to the Annual General Meeting, including more detailed explanations on shareholder rights pursuant to sections 122 (2), 126 (1), 127 and 131 (1) of the AktG as well as any requests for amendments to the agenda, or motions and nominations submitted by shareholders which may need to be made available, are accessible on the Company's website: > English > Investors > General meeting. After the Annual General Meeting, the voting results will also be published on the same website. 2 Specification of the total number of shares and voting rights pursuant to section 30b (1) no. 1 of the WpHG At the time of convening the General Meeting by publishing a notice in the German Federal Gazette (Bundesanzeiger), a total of 46,467,370 no-par value bearer shares (Stückaktien) with 46,467,370 voting rights were in issue. Of the total number of shares issued, 724,519 are held by as treasury shares at the time of convening this General Meeting. As long as they are held by, treasury shares do not convey any voting rights. Therefore, at the time of convening the General Meeting, 45,742,851 shares were eligible to vote at the General Meeting. 3 Requirements for attendance to the General Meeting and the exercise of voting rights (including the record date pursuant to section 123 (3) sentence 3 of the AktG and its meaning) In accordance with Article 23 (1) of the Memorandum and Articles of Association, those shareholders who register for this purpose prior to the General Meeting and provide the Company with evidence of their shareholding are entitled to attend and to vote at the General Meeting. Evidence of their shareholding must be provided by way of a confirmation in text form (in accordance with section 126b of the German Civil Code (BGB)) which must be issued in German or English by the custodian institution and must refer to the beginning of 4 June 2015 (00:00 CEST the "record date"). Only those shareholders who have provided proof of their shareholdings will be deemed a shareholder of the Company for the purposes of attending the Annual General Meeting and exercising their voting rights. The Company shall be entitled to demand suitable additional evidence in the case of doubt regarding the correctness or authenticity of a record submitted. Where no such evidence is provided, or evidence is not provided in an appropriate form, the Company may deny the shareholder attendance to the Meeting. 7

8 The right to attend the Annual General Meeting and the extent of voting rights depend solely on the shareholding in existence as at the record date. However, this record date does not in any way restrict the disposability of shareholdings. Even where a shareholding is sold, in whole or in part, after the record date, the right to attend the Annual General Meeting and the number of voting rights will be based solely on the shareholding of the relevant shareholder as at the record date. This means that the disposal of shares after the record date does not in any way affect the right to attend the Annual General Meeting or the number of voting rights. The same applies to the initial or further acquisition of shares after the record date. Anyone who does not own Company shares at the record date, but only becomes a shareholder of the Company afterwards, may only attend and vote at the Annual General Meeting to the extent that they have been authorised by the previous shareholder to act as a proxy, or to otherwise exercise shareholder rights. The record date has no bearing on dividend rights. Registration to attend the Annual General Meeting and evidence of the shareholding must be received by the Company no later than the end of 18 June 2015 (12:00 a.m. CEST) at the following address: Computershare Operations Center Munich, Germany Fax: Following receipt of registration and proof of shareholding by the Company at the address shown above, admission tickets for the Annual General Meeting will be forwarded to the shareholders however, these do not constitute a requirement for admission to the Annual General Meeting. 4 Voting procedure/voting by proxy Shareholders may exercise their voting right and other rights through a proxy, which may be a bank, a shareholders' association, a proxy appointed by the Company, or by another third party. Compliance with the deadlines for registration to attend the Annual General Meeting and for submission of evidence of the shareholding (as set out above) is also required in these cases. If a shareholder appoints several persons as proxies, the Company is entitled to reject one or several of these proxies. Pursuant to section 134 (3) sentence 3 of the AktG, the granting of a voting proxy, its revocation and the submission of proof thereto vis-à-vis the Company must be in text form. This will not apply if a credit institution, a shareholders' association or any other individual or entity of equivalent standing under section 135 (8) and (10) of the AktG are authorised to act as a proxy in which case the law and the Company s Memorandum and Articles of Association do not require text form. It should be noted that the institutions or individuals to be authorised may request that they be issued with a specific form of proxy in these cases, as section 135 (1) sentence 2, 135 (8) and (10) of the AktG require them to record any proxy in a verifiable manner. In these cases, please contact your proxy to agree upon an acceptable form of proxy. The granting of the voting proxy may be effected vis-à-vis the proxy or the Company. 8

9 Proof of proxy authorisation may be provided by the proxy handing over proof of the proxy (e.g. the original proxy document, or a copy thereof) at the entrance to the Annual General Meeting. Alternatively, proof of proxy authorisation may be sent, by post or fax, to the following address: Group Corporate Communications Ms Elisabeth Winter Platz der Republik Frankfurt/Main, Germany Fax: The Company offers that proof of proxy authorisation may be sent electronically, by sending an to The options of transfer are also available where it is intended to grant a proxy to the Company; in this case, separate proof of proxy will not be required. Similarly, the Company may also be notified (or evidence provided) of the revocation of an existing proxy via one of the above transfer channels. Proof of proxy authorisation granted during the Annual General Meeting may be provided by the shareholder by presenting, for example, the original proxy document at the exit from the Annual General Meeting. Where the granting or the revocation of a proxy is made by way of a declaration vis-à-vis the Company by regular mail, or where proof of proxy is provided to the Company by regular mail, for organisational reasons on the part of the Company, the Company must receive such declaration no later than by 24 June 2015 (date of receipt in the Company's mail room). Transmission of such documents to the Company by fax or is still possible on the day of the Annual General Meeting. Shareholders wishing to appoint a proxy should use the proxy form provided by the Company for this purpose. This form will be forwarded to duly registered persons together with the admission ticket and can be requested from the address set out above for submission of proof of proxy authorisation, either by regular mail, fax or . In addition, proxy forms may be downloaded from the Company's website on > English > Investors > General Meeting. 9

10 As in the previous years, the Company offers its shareholders the opportunity to authorise proxies, nominated by the Company and bound by the relevant shareholder s instructions, prior to the Annual General Meeting. Shareholders wishing to appoint the proxies appointed by the Company require an admission ticket to the Annual General Meeting; this includes a form which can be used to authorise proxies and to issue voting instructions. To ensure timely receipt of the admission ticket, shareholders should request them from their custodian bank at their earliest convenience. Shareholders authorising proxies appointed by the Company must issue instructions on how they wish their votes to be cast. Failure to give instructions will render the proxy void. Proxies are under an obligation to cast votes in line with the instructions given. Further details on how to authorise the proxies appointed by the Company are provided on the admission ticket that will be sent to shareholders. The corresponding information is also available on > English > Investors > General meeting. 5 Information on shareholder rights pursuant to Article 56 sentences 2 and 3 of Regulation (EC) No. 2157/2001 (SE Regulation) and section 50 (2) of the German SE Implementation Act (SE-Ausführungsgesetz SEAG) in conjunction with sections 122 (2), 126 (1), 127, 131 (1) of the AktG a) Extension of the agenda pursuant to Article 56 sentences 2 and 3 of the SE Regulation, section 50 (2) of the SEAG, and section 122 (2) of the AktG Shareholders whose combined shareholdings add up to a 5% share in the registered share capital, or a proportional amount of shares amounting to 500,000 (rounded down, this equates to 195,583 shares), may request that certain items be included in the agenda and communicated (section 122 (2) of the AktG). Each new item to be added to the agenda must be accompanied by an explanation or a proposal. Said application must be addressed, in writing, to the Board of Managing Directors, and must be received no later than 25 May 2015 (12:00 a.m. CEST). Shareholders are requested to use the following address for sending such applications: The Board of Managing Directors Group Corporate Communications Ms Elisabeth Winter Platz der Republik Frankfurt/Main, Germany Amendments to the agenda that require communication (unless they were already communicated at the time of convocation) must be published, without undue delay following receipt of the request, in the Federal Gazette and in such other media that can be assumed to distribute information throughout the entire European Union. In addition, they are also made available on the internet on > English > Investors > General meeting, and communicated to the shareholders in accordance with section 125 of the AktG. 10

11 b) Motions and nominations pursuant to Article 56 sentences 2 and 3 of the SE Regulation, section 50 (2) of the SEAG, and sections 126 (1) and 127 of the AktG Shareholders may lodge counter-proposals to the proposals submitted by the Board of Managing Directors or the Supervisory Board, and submit nominations for the appointment of external auditors or members of the Supervisory Board. Any such counter-proposals must also state their reasons; nominations for elections do not require any substantiation. Counter-proposals to the agenda, and nominations may only be sent to the following address: Group Corporate Communications Ms Elisabeth Winter Platz der Republik Frankfurt/Main, Germany Fax: Any counter-proposals and nominations received by the Company at the aforementioned address by no later than the end of 10 June 2015 (12:00 a.m. CEST) will be made available subject to the additional requirements set out in sections 126 and 127 of the AktG on the Company's website, on > English > Investors > General meeting, including the shareholder's name and (if applicable) the rationale behind the application. Any comments or statements by management will be published on the same website. Even those counter-proposals or nominations submitted in good time will only be taken into consideration for the passing of resolutions if they are made or presented orally during the General Meeting. During the Annual General Meeting, shareholders may table counterproposals or submit nominations without having sent them previously. c) Right to disclosure pursuant to Article 56 sentences 2 and 3 of the SE Regulation, section 50 (2) of the SEAG, and section 131 (1) of the AktG At the Annual General Meeting, every shareholder or shareholder representative may request information from the Board of Managing Directors regarding the Company's affairs, its legal and business relationships with affiliated companies and the situation of the Group and the companies within the Group's scope of consolidation, provided that such information is necessary to make a reasonable assessment of the relevant agenda item. Disclosure requests at General Meetings must generally be made verbally during the debate. d) Further explanations concerning shareholders' rights Further information on shareholder rights pursuant to sections 122 (2), 126 (1), 127 and 131 (1) of the AktG can be viewed on the Company's website, on > English > Investors > General meeting. Frankfurt/Main, May 2015 THE BOARD OF MANAGING DIRECTORS 11

Deutsche Wohnen AG. Frankfurt/Main ISIN DE000A0HN5C6 WKN A0HN5C. Invitation to the Annual General Meeting 2016

Deutsche Wohnen AG. Frankfurt/Main ISIN DE000A0HN5C6 WKN A0HN5C. Invitation to the Annual General Meeting 2016 Deutsche Wohnen AG Frankfurt/Main ISIN DE000A0HN5C6 WKN A0HN5C Invitation to the Annual General Meeting 2016 The shareholders of our Company are hereby invited to attend the Annual General Meeting 2016

More information

Bayerische Motoren Werke Aktiengesellschaft, Munich. Notice of Annual General Meeting.*

Bayerische Motoren Werke Aktiengesellschaft, Munich. Notice of Annual General Meeting.* , Munich. Notice of Annual General Meeting.* We hereby give notice to shareholders of Bayerische Motoren Werke Aktiengesellschaft, Munich, that the 96 th Annual General Meeting of the Company will take

More information

adidas AG Herzogenaurach ISIN: DE000A1EWWW0 Annual General Meeting which takes place on Thursday, May 10, 2012, 10:30 hrs AGENDA

adidas AG Herzogenaurach ISIN: DE000A1EWWW0 Annual General Meeting which takes place on Thursday, May 10, 2012, 10:30 hrs AGENDA adidas AG Herzogenaurach ISIN: DE000A1EWWW0 We are herewith inviting our shareholders to the Annual General Meeting which takes place on Thursday, May 10, 2012, 10:30 hrs in the Stadthalle Fuerth, Rosenstrasse

More information

Invitation to the Annual General Meeting thyssenkrupp AG January 29, 2016

Invitation to the Annual General Meeting thyssenkrupp AG January 29, 2016 Invitation to the Annual General Meeting 2016 thyssenkrupp AG January 29, 2016 2 Agenda at a glance 1. Presentation of the adopted financial statements of thyssenkrupp AG and the consolidated financial

More information

Invitation to the Annual General Meeting

Invitation to the Annual General Meeting Invitation to the Annual General Meeting Deutsche Steinzeug Cremer & Breuer Aktiengesellschaft, Alfter-Witterschlick Security Identification Number A1TNLL ISIN DE000A1TNLL3 We hereby invite our shareholders

More information

Memorandum and Articles of Association

Memorandum and Articles of Association Aareal Bank AG Wiesbaden Memorandum and Articles of Association In accordance with the resolutions passed by the General Meeting on 20 May 2015 (version lodged with the Commercial Register of the Wiesbaden

More information

Indicative translation from the German original, only the German version is legally binding. PEARL GOLD. Aktiengesellschaft.

Indicative translation from the German original, only the German version is legally binding. PEARL GOLD. Aktiengesellschaft. PEARL GOLD Aktiengesellschaft Frankfurt am Main ISIN: DE000A0AFGF3 WKN: A0AFGF Invitation to General Meeting We hereby invite the company s shareholders to the General Meeting on Friday, June 12, 2015,

More information

which will be held in the Meistersaal, Koethener Strasse 38, 10963 Berlin, Germany on Thursday, 23 June 2016 at 10.00 a.m.

which will be held in the Meistersaal, Koethener Strasse 38, 10963 Berlin, Germany on Thursday, 23 June 2016 at 10.00 a.m. DEAG Deutsche Entertainment Aktiengesellschaft Berlin WKN (SIN): A0Z23G ISIN: DE000A0Z23G6 We hereby invite our shareholders to the Ordinary Annual General Meeting 2016 of DEAG Deutsche Entertainment Aktiengesellschaft

More information

bmp media investors AG, Berlin (WKN 330 420 ISIN DE0003304200) We invite our shareholders to the Annual General Meeting held on

bmp media investors AG, Berlin (WKN 330 420 ISIN DE0003304200) We invite our shareholders to the Annual General Meeting held on bmp media investors AG, Berlin (WKN 330 420 ISIN DE0003304200) We invite our shareholders to the Annual General Meeting held on 17 June 2015 at 10:00 a.m. in the Eventpassage, Kantstraße 8-10, 10623 Berlin

More information

ARTICLES OF ASSOCIATION

ARTICLES OF ASSOCIATION ARTICLES OF ASSOCIATION OF STRÖER MEDIA SE I. GENERAL CONDITIONS ARTICLE 1 COMPANY, REGISTERED OFFICE AND TERM (1) The Company has the name Ströer Media SE. (2) The Company s registered office is in Cologne.

More information

IDENTIFY THE CHANCES SHAPE THE FUTURE

IDENTIFY THE CHANCES SHAPE THE FUTURE Status: june 2015 Complete text of Memorandum and Articles of Association of DMG MORI Aktiengesellschaft Bielefeld IDENTIFY THE CHANCES SHAPE THE FUTURE 1 (1) The Company exists under the name DMG MORI

More information

Notice of Annual Shareholders Meeting

Notice of Annual Shareholders Meeting Notice of Annual Shareholders Meeting Notice of Annual Shareholders Meeting of Siemens AG on January 25, 2007 www.siemens.com Siemens Aktiengesellschaft Berlin and Munich Berlin and Munich December 2006

More information

Convenience Translation the German version is the only legally binding version. Articles of Association. Linde Aktiengesellschaft.

Convenience Translation the German version is the only legally binding version. Articles of Association. Linde Aktiengesellschaft. Convenience Translation the German version is the only legally binding version Articles of Association Linde Aktiengesellschaft Munich 9 March 2015 Page 1 of 12 I. General Rules 1. Company Name, Principal

More information

Fabasoft AG INVITATION ANNUAL GENERAL MEETING. Agenda

Fabasoft AG INVITATION ANNUAL GENERAL MEETING. Agenda Fabasoft AG Honauerstraße 4 4020 Linz ISIN AT 0000785407 WKN 922 985 INVITATION to the ANNUAL GENERAL MEETING of Fabasoft AG, 4020 Linz, Austria to be held on Monday, 6 July 2015, 10 am (CEST) at the Courtyard

More information

Shareholders rights pursuant to Sections 122 (2), 126 (1), 127, 131 (1) of the German Stock Corporation Act (AktG)

Shareholders rights pursuant to Sections 122 (2), 126 (1), 127, 131 (1) of the German Stock Corporation Act (AktG) Annual General Meeting Münchener Rückversicherungs-Gesellschaft Aktiengesellschaft in München at 10 a.m. on Wednesday, 27 April 2016, ICM International Congress Center Munich, Am Messesee 6, 81829 München,

More information

Neschen AG Bückeburg, Germany Security identification number 502 130 ISIN DE 0005021307

Neschen AG Bückeburg, Germany Security identification number 502 130 ISIN DE 0005021307 Neschen AG Bückeburg, Germany Security identification number 502 130 ISIN DE 0005021307 We hereby invite our shareholders to the general shareholder meeting of our company, which is taking place on Tuesday

More information

Information regarding agenda item no. 6

Information regarding agenda item no. 6 Information regarding agenda item no. 6 2015 Information regarding agenda item no. 6 1 DVB Bank SE Frankfurt/Main German Securities Code 804 550 ISIN DE0008045501 Annual General Meeting on Thursday, 25

More information

1. Motions for the inclusion of supplementary items in the agenda at the request of a minority (Sect. 122 (2) AktG)

1. Motions for the inclusion of supplementary items in the agenda at the request of a minority (Sect. 122 (2) AktG) Annual Meeting of HUGO BOSS AG on 10 May 2011 Information regarding the rights of shareholders within the meaning of Sect. 121 (3) sentence 3 no. 3 of the German Stock Corporation Act (Aktiengesetz - "AktG")

More information

UNIQA Insurance Group AG N O T I C E

UNIQA Insurance Group AG N O T I C E Unofficial translation from the German language only the German language version is legally binding UNIQA Insurance Group AG ISIN AT0000821103 N O T I C E to the shareholders of UNIQA Insurance Group AG

More information

Invitation to the 123rd Annual General Meeting of AUDI AG. at a.m. on May 10, 2012 at the Audi Forum Ingolstadt

Invitation to the 123rd Annual General Meeting of AUDI AG. at a.m. on May 10, 2012 at the Audi Forum Ingolstadt Invitation to the 123rd Annual General Meeting of AUDI AG at 10.00 a.m. on May 10, 2012 at the Audi Forum Ingolstadt 123 rd Annual General Meeting of AUDI AG The 123 rd Annual General Meeting of AUDI AG

More information

A R T I C L E S O F A S S O C I A T I O N X I N G AG XING AG

A R T I C L E S O F A S S O C I A T I O N X I N G AG XING AG A R T I C L E S O F A S S O C I A T I O N OF X I N G AG 1. Name and place of incorporation of the Company 1.1. The name of the Company is: XING AG 1.2. The place of incorporation of the Company is Hamburg.

More information

Translation from German into English

Translation from German into English Articles of Association of Uniper SE General provisions 1 (1) The Company is a European Company (Societas Europea SE) and operates under the name Uniper SE. It has its registered office in Düsseldorf.

More information

Articles of Association of MTU Aero Engines AG. Last revised: June 2015

Articles of Association of MTU Aero Engines AG. Last revised: June 2015 Articles of Association of MTU Aero Engines AG Last revised: June 2015 First Part: General Section 1 Company name, registered office, financial year (1) The Company operates under the name of: MTU Aero

More information

ARTICLES OF ASSOCIATION. Fresenius SE & Co. KGaA

ARTICLES OF ASSOCIATION. Fresenius SE & Co. KGaA February 18, 2014 This document is an English translation of the original German language document. The translation is exclusively for convenience purposes. Only the original German language document is

More information

DVB Bank SE. Invitation to the ordinary Annual General Meeting on 10 June 2009

DVB Bank SE. Invitation to the ordinary Annual General Meeting on 10 June 2009 DVB Bank SE Registered office: Frankfurt/Main German Securities Code 804 550 ISIN DE0008045501 Invitation to the ordinary Annual General Meeting on 10 June 2009 We invite our shareholders to attend the

More information

English translation of the German original version for convenience only. The German original version shall prevail. IMMOFINANZ AG

English translation of the German original version for convenience only. The German original version shall prevail. IMMOFINANZ AG IMMOFINANZ AG Invitation to an extraordinary Shareholders Meeting We hereby invite our shareholders to the extraordinary Shareholders Meeting of IMMOFINANZ AG with its registered office in Vienna, FN 114425

More information

Corporate Governance report and statement

Corporate Governance report and statement 32 www.leoni.com Corporate Governance report and statement Corporate Governance at LEONI LEONI is committed to maintaining responsible and transparent corporate governance, the basis of which consists

More information

Invitation. to the 2016 Annual General Meeting

Invitation. to the 2016 Annual General Meeting Invitation to the 2016 Annual General Meeting 2 Invitation to the Annual General Meeting Invitation to the Annual General Meeting 3 Agenda Invitation to the 2016 Annual General Meeting We hereby invite

More information

Articles of Association. SQS Software Quality Systems AG

Articles of Association. SQS Software Quality Systems AG Status: 10 November 2015 Articles of Association of SQS Software Quality Systems AG III. General Provisions 1 Name, Registered Office, Fiscal Year 1. The name of the company is SQS Software Quality Systems

More information

Invitation Annual General Meeting 2011. Nabaltec AG, Schwandorf. We hereby invite our shareholders to attend our. Annual General Meeting

Invitation Annual General Meeting 2011. Nabaltec AG, Schwandorf. We hereby invite our shareholders to attend our. Annual General Meeting Invitation Annual General Meeting 2011 Nabaltec AG, Schwandorf We hereby invite our shareholders to attend our Annual General Meeting to be held at 10.00 a.m. on Thursday, June 09, 2011 in the Amberger

More information

Articles of Association of Siemens Aktiengesellschaft

Articles of Association of Siemens Aktiengesellschaft This edition of our Articles of Association, prepared for the convenience of English-speaking readers, is a translation of the German original. For purposes of interpretation the German text shall be authoritative

More information

Articles of Association of Axel Springer SE

Articles of Association of Axel Springer SE Convenience Translation Articles of Association of Axel Springer SE I. General Provisions 1 Business name and registered office 1. The company has the business name Axel Springer SE. 2. It has its registered

More information

TRANSLATION ARTICLES OF ASSOCIATION. ALK-Abelló A/S (Company registration (CVR) no. 63 71 79 16) (the Company") March 20142016

TRANSLATION ARTICLES OF ASSOCIATION. ALK-Abelló A/S (Company registration (CVR) no. 63 71 79 16) (the Company) March 20142016 TRANSLATION ARTICLES OF ASSOCIATION of ALK-Abelló A/S (Company registration (CVR) no. 63 71 79 16) (the Company") March 20142016 1. Name 1.1 The name of the company is ALK-Abelló A/S. 1.2 The Company also

More information

ARTICLES OF INCORPORATION ARTICLES OF INCORPORATION

ARTICLES OF INCORPORATION ARTICLES OF INCORPORATION ARTICLES OF INCORPORATION ARTICLES OF INCORPORATION Version May 21, 2014 2 I. General Provisions Section 1 Corporate Name, Registered Office and Domicile, and Period of Incorporation 1. The name of the

More information

Disclaimer Publication of Merck KGaA, Darmstadt, Germany. In the United States and Canada the subsidiaries of Merck KGaA, Darmstadt, Germany operate

Disclaimer Publication of Merck KGaA, Darmstadt, Germany. In the United States and Canada the subsidiaries of Merck KGaA, Darmstadt, Germany operate Disclaimer Publication of Merck KGaA, Darmstadt, Germany. In the United States and Canada the subsidiaries of Merck KGaA, Darmstadt, Germany operate under the umbrella brand EMD. Merck Partnership limited

More information

Articles of Association of. GESCO Aktiengesellschaft, headquartered in Wuppertal

Articles of Association of. GESCO Aktiengesellschaft, headquartered in Wuppertal Articles of Association of GESCO Aktiengesellschaft, headquartered in Wuppertal 1 I. General Provisions (1) The name of the company is Section 1 Company Headquarters Term GESCO Aktiengesellschaft. (2)

More information

ARTICLES OF INCORPORATION. Miba Aktiengesellschaft. I. General provisions. Section 1 Name and seat of the company

ARTICLES OF INCORPORATION. Miba Aktiengesellschaft. I. General provisions. Section 1 Name and seat of the company ARTICLES OF INCORPORATION of Miba Aktiengesellschaft I. General provisions Section 1 Name and seat of the company (1) The name of the company is Miba Aktiengesellschaft (2) The company is based in Laakirchen,

More information

Bylaws of the Supervisory Board of K+S Aktiengesellschaft. Version of 21 November 2012 The German Version is binding.

Bylaws of the Supervisory Board of K+S Aktiengesellschaft. Version of 21 November 2012 The German Version is binding. Bylaws of the Supervisory Board of K+S Aktiengesellschaft Version of 21 November 2012 The German Version is binding. Page 2 1 Position and Responsibility The Supervisory Board performs its functions in

More information

Notice of Annual Shareholders. Meeting. Meeting of Siemens AG on January 27, 2009. www.siemens.com

Notice of Annual Shareholders. Meeting. Meeting of Siemens AG on January 27, 2009. www.siemens.com Notice of Annual Shareholders Meeting Notice of Annual Shareholders Meeting of Siemens AG on January 27, 2009 www.siemens.com Siemens Aktiengesellschaft Berlin and Munich Berlin and Munich December 2008

More information

Articles of Association of Auriga Industries A/S CVR no. 34629218. Page 1 of 8

Articles of Association of Auriga Industries A/S CVR no. 34629218. Page 1 of 8 Articles of Association of Auriga Industries A/S CVR no. 34629218 Page 1 of 8 Page 2 of 8 Company name, domicile and object Article 1.1. The name of the Company shall be Auriga Industries A/S. Article

More information

CORPORATE GOVERNANCE PRINCIPLES ZEAL NETWORK SE. (as adopted by the Supervisory Board and Executive Board on 19 November 2014)

CORPORATE GOVERNANCE PRINCIPLES ZEAL NETWORK SE. (as adopted by the Supervisory Board and Executive Board on 19 November 2014) CORPORATE GOVERNANCE PRINCIPLES OF ZEAL NETWORK SE (as adopted by the Supervisory Board and Executive Board on 19 November 2014) FOREWORD ZEAL Network SE ("Company") transferred its registered office from

More information

Articles and Memorandum of Association - English convenience translation -

Articles and Memorandum of Association - English convenience translation - Articles and Memorandum of Association - English convenience translation - as of April 08, 2015 This is the convenience translation of the German original version of the Articles and Memorandum of Association

More information

Report on compliance with the Corporate Governance Rules of the Warsaw Stock Exchange for the year 2008 in Cinema City International N.V.

Report on compliance with the Corporate Governance Rules of the Warsaw Stock Exchange for the year 2008 in Cinema City International N.V. Report on compliance with the Corporate Governance Rules of the Warsaw Stock Exchange for the year 2008 in Cinema City International N.V. Introduction In compliance with 29 sec. 5 of the Warsaw Stock Exchange

More information

ARTICLES OF ASSOCIATION

ARTICLES OF ASSOCIATION This is a translation of the original Danish articles of association of TrygVesta A/S. In case of any discrepancies, the wording of the Danish original applies. ARTICLES OF ASSOCIATION for TrygVesta A/S

More information

BYELAWS OF THE COMPANY GENERAL MEETINGS ZAKŁADY URZĄDZEŃ KOMPUTEROWYCH ELZAB SPÓŁKA AKCYJNA [ ELZAB COMPUTER WORKS JOINT STOCK COMPANY]

BYELAWS OF THE COMPANY GENERAL MEETINGS ZAKŁADY URZĄDZEŃ KOMPUTEROWYCH ELZAB SPÓŁKA AKCYJNA [ ELZAB COMPUTER WORKS JOINT STOCK COMPANY] BYELAWS OF THE COMPANY GENERAL MEETINGS ZAKŁADY URZĄDZEŃ KOMPUTEROWYCH ELZAB SPÓŁKA AKCYJNA I. GENERAL. [ ELZAB COMPUTER WORKS JOINT STOCK COMPANY] WITH REGISTERED OFFICE IN ZABRZE 1. 1. These Bye-Laws,

More information

Articles of Association of Commerzbank Aktiengesellschaft

Articles of Association of Commerzbank Aktiengesellschaft Articles of Association of Commerzbank Aktiengesellschaft 24 June 2015 2 Commerzbank Aktiengesellschaft Translation from the German original I. General Article 1 (1) The name of the Company is COMMERZBANK

More information

1. In 3 clause 3 item 1 of the Company Statutes, the existing text, i.e.:

1. In 3 clause 3 item 1 of the Company Statutes, the existing text, i.e.: Information on the proposed changes in the Company Statutes submitted by the shareholder, the State Treasury On 3 June 2015 the Company received a letter from the shareholder, the State Treasury, in which,

More information

REGULATIONS ON THE GENERAL MEETING OF SHAREHOLDERS. of OJSC Oil Company Rosneft

REGULATIONS ON THE GENERAL MEETING OF SHAREHOLDERS. of OJSC Oil Company Rosneft APPROVED BY General Meeting of Shareholders of OJSC Oil Company Rosneft On June 7, 2006 Minutes without No. REGULATIONS ON THE GENERAL MEETING OF SHAREHOLDERS 1 TABLE OF CONTENTS 1. GENERAL PROVISIONS...5

More information

Articles of Association of Bang & Olufsen a/s CVR no. 41 25 79 11

Articles of Association of Bang & Olufsen a/s CVR no. 41 25 79 11 Articles of Association of Bang & Olufsen a/s CVR no. 41 25 79 11 Article 1. The Company s name is Bang & Olufsen a/s. Article 2. The registered office of the Company is situated in the Municipality of

More information

Convenience Translation. The German language version shall prevail in the event of any dispute or ambiguity. Rocket Internet SE Berlin

Convenience Translation. The German language version shall prevail in the event of any dispute or ambiguity. Rocket Internet SE Berlin Convenience Translation. The German language version shall prevail in the event of any dispute or ambiguity. Rocket Internet SE Berlin Securities Identification Number (WKN): A12UKK ISIN: DE000A12UKK6

More information

Articles of Association of Bang & Olufsen a/s CVR no. 41 25 79 11

Articles of Association of Bang & Olufsen a/s CVR no. 41 25 79 11 Article 1. The Company s name is Bang & Olufsen a/s. Articles of Association of Bang & Olufsen a/s CVR no. 41 25 79 11 Article 2. The registered office of the Company is situated in the Municipality of

More information

BRØDRENE HARTMANN A/S. Article 1: Name of the company. the company shall be BRØDRENE HARTMANN A/S.

BRØDRENE HARTMANN A/S. Article 1: Name of the company. the company shall be BRØDRENE HARTMANN A/S. Articles of Association - Page 1 of 10 This is a translation into English of the original Danish Articles of Association. In case of discrepa ncies between the two Head texts, Office the Danish text shall

More information

ARTICLES OF ASSOCIATION

ARTICLES OF ASSOCIATION This is a translation of the original Danish articles of association of Tryg A/S. In case of any discrepancies, the wording of the Danish original applies. ARTICLES OF ASSOCIATION of Tryg A/S CVR no. 26460212

More information

Corporate Governance Report and Declaration Pursuant to Section 289a of the German Commercial Code (HGB)

Corporate Governance Report and Declaration Pursuant to Section 289a of the German Commercial Code (HGB) Corporate Governance Report and Declaration Pursuant to Section 289a of the German Commercial Code (HGB) Good and responsible corporate governance geared towards sustainable, long-term value creation is

More information

Articles of Association for H+H International A/S (CVR No. 49 61 98 12)

Articles of Association for H+H International A/S (CVR No. 49 61 98 12) Articles of Association for H+H International A/S (CVR No. 49 61 98 12) Name, registered office, objects 1. 1.1. The name of the Company is H+H International A/S. 1.2. The Company also operates under the

More information

BMW Group. Corporate Governance Code. Principles of Corporate Governance.

BMW Group. Corporate Governance Code. Principles of Corporate Governance. BMW Group Corporate Governance Code. Principles of Corporate Governance. - 2 - Contents Page Introduction 3 1. Shareholders and Annual General Meeting of BMW AG 5 1.1 Shareholders of BMW AG 5 1.2 The Annual

More information

Axel Springer Aktiengesellschaft Berlin. Invitation to the Shareholders' Meeting

Axel Springer Aktiengesellschaft Berlin. Invitation to the Shareholders' Meeting Axel Springer Aktiengesellschaft Berlin ISIN DE0005501357 (WKN 550135) ISIN DE0005754238 (WKN 575423) Invitation to the Shareholders' Meeting We hereby invite our shareholders to the ordinary Shareholders'

More information

Corporate governance report and corporate governance declaration

Corporate governance report and corporate governance declaration Corporate governance report and corporate governance declaration This corporate governance report constitutes the corporate governance declaration required by Sec. 289a Handelsgesetzbuch (HGB, German Commercial

More information

Corporate Governance Declaration pursuant to 289a HGB with Declaration of Conformity with the German Corporate Governance Code

Corporate Governance Declaration pursuant to 289a HGB with Declaration of Conformity with the German Corporate Governance Code MVV ENERGIE pursuant to 289a HGB with Declaration of Conformity with the German Corporate Governance Code We published the on our homepage at www.mvv-investor.de on 5 November 2014 and thus met the requirements

More information

Declaration of Corporate Governance pursuant to 289 a HGB for the 2014 Financial Year

Declaration of Corporate Governance pursuant to 289 a HGB for the 2014 Financial Year Declaration of Corporate Governance pursuant to 289 a HGB for the 2014 Financial Year Good corporate governance is reflected in responsible corporate management. The Board of Management and the Supervisory

More information

- 1 - CATHAY PACIFIC AIRWAYS LIMITED. Corporate Governance Code. (Amended and restated with effect from 3rd March 2014)

- 1 - CATHAY PACIFIC AIRWAYS LIMITED. Corporate Governance Code. (Amended and restated with effect from 3rd March 2014) - 1 - CATHAY PACIFIC AIRWAYS LIMITED (Amended and restated with effect from 3rd March 2014) This Code sets out the corporate governance practices followed by the Company. The Board and its responsibilities

More information

30 June 2016. Scandinavian Private Equity A/S CVR no 29824088 ARTICLES OF ASSOCIATION

30 June 2016. Scandinavian Private Equity A/S CVR no 29824088 ARTICLES OF ASSOCIATION [Translation] 30 June 2016 Scandinavian Private Equity A/S CVR no 29824088 ARTICLES OF ASSOCIATION 1 Name and registered office 1.1 The Company name is Scandinavian Private Equity A/S. The Company also

More information

Convenience Translation - only the German version is binding. Invitation to the Annual General Meeting of SQS Software Quality Systems AG

Convenience Translation - only the German version is binding. Invitation to the Annual General Meeting of SQS Software Quality Systems AG Invitation to the Annual General Meeting of SQS Software Quality Systems AG on May 27, 2015 SQS Software Quality Systems AG Cologne, HRB 12764 International Securities Identification Number (ISIN): DE

More information

ARTICLES OF ASSOCIATION. for. NTR HOLDING A/S (Central Business Register No. (CVR No.) 62 67 02 15)

ARTICLES OF ASSOCIATION. for. NTR HOLDING A/S (Central Business Register No. (CVR No.) 62 67 02 15) ARTICLES OF ASSOCIATION for NTR Holding A/S Sankt Annæ Plads 13, 3. 1250 København K Denmark Tel.:+45 70 25 10 56 Fax:+45 70 25 10 75 E-mail: ntr@ntr.dk www.ntr.dk NTR HOLDING A/S (Central Business Register

More information

INVITATION TO THE ANNUAL GENERAL MEETING 2014

INVITATION TO THE ANNUAL GENERAL MEETING 2014 INVITATION TO THE ANNUAL GENERAL MEETING 2014 THYSSENKRUPP AG JANUARY 17, 2014 Developing the future. 03 Agenda at a glance 1. Presentation of the adopted financial statements of ThyssenKrupp AG and the

More information

OPEN JOINT STOCK COMPANY AGENCY FOR HOUSING MORTGAGE LENDING. Agency for Housing Mortgage Lending OJSC INFORMATION POLICY GUIDELINES.

OPEN JOINT STOCK COMPANY AGENCY FOR HOUSING MORTGAGE LENDING. Agency for Housing Mortgage Lending OJSC INFORMATION POLICY GUIDELINES. OPEN JOINT STOCK COMPANY AGENCY FOR HOUSING MORTGAGE LENDING APPROVED: by decision of the Supervisory Council (minutes No 09 of 21 December 2007) Agency for Housing Mortgage Lending OJSC INFORMATION POLICY

More information

ARTICLES OF ASSOCIATION. Gerresheimer AG. I. General provisions. 1 Company name, registered seat, financial year

ARTICLES OF ASSOCIATION. Gerresheimer AG. I. General provisions. 1 Company name, registered seat, financial year ARTICLES OF ASSOCIATION of Gerresheimer AG I. General provisions (1) The name of the company is Gerresheimer AG. 1 Company name, registered seat, financial year (2) The company s registered seat is in

More information

1. Right to participate in the General Meeting

1. Right to participate in the General Meeting ANNOUNCEMENT OF THE MANAGEMENT BOARD OF GLOBE TRADE CENTRE SPÓŁKA AKCYJNA WITH ITS REGISTERED SEAT IN WARSAW ON CONVOCATION OF AN EXTRAORDINARY GENERAL MEETING The Management Board of Globe Trade Centre

More information

NOTICE OF JOINT SHAREHOLDERS MEETING

NOTICE OF JOINT SHAREHOLDERS MEETING SOCIETE GENERALE A French limited liability company with share capital of EUR 542 691 448,75 Head office: 29, boulevard Haussmann 75009 Paris 552 120 222 R.C.S. Paris NOTICE OF JOINT SHAREHOLDERS MEETING

More information

NOTICE OF THE GENERAL MEETING

NOTICE OF THE GENERAL MEETING NOTICE OF THE GENERAL MEETING The Board of Directors of ČEZ, a. s., a joint-stock company with its registered office at Duhová 2/1444, Prague 4, Post Code 140 53, Registration No. 45274649, registered

More information

Regulations for Shareholders Safekeeping Accounts at Swiss Life

Regulations for Shareholders Safekeeping Accounts at Swiss Life Regulations for Shareholders Safekeeping Accounts at Swiss Life Regulations for Shareholders Safekeeping Accounts at Swiss Life 3 Contents 1. Entitlement / Assets in safe custody 4 2. Opening a safekeeping

More information

Appendix 1 to notice to convene the EGM proposed new Articles of Association (the complete proposals with track changes)

Appendix 1 to notice to convene the EGM proposed new Articles of Association (the complete proposals with track changes) Appendix 1 to notice to convene the EGM proposed new Articles of Association (the complete proposals with track changes) ARTICLES OF ASSOCIATION of TORM A/S CVR no. 22460218 Article 1 Article 1 1.1. 1.1

More information

CARLSBERG. Articles of Association. with latest amendments as of 12 March 2009

CARLSBERG. Articles of Association. with latest amendments as of 12 March 2009 CARLSBERG Articles of Association with latest amendments as of 12 March 2009 Carlsberg A/S CVR. NO. 61056416 100, Ny Carlsberg Vej DK-1760 Copenhagen ARTICLES OF ASSOCIATION With latest amendments as of

More information

VIKING MINES LIMITED

VIKING MINES LIMITED VIKING MINES LIMITED ACN 126 200 280 NOTICE OF ANNUAL GENERAL MEETING and EXPLANATORY MEMORANDUM Date of Meeting: Thursday, 26 November 2015 Time of Meeting: 12.30 pm (WST Place of Meeting: Suite 2, Level

More information

Terms and Conditions of Issuance of Profit Participation Certificates (Terms and Conditions of Issuance of Genussscheine 2001)

Terms and Conditions of Issuance of Profit Participation Certificates (Terms and Conditions of Issuance of Genussscheine 2001) Terms and Conditions of Issuance of Profit Participation Certificates (Terms and Conditions of Issuance of Genussscheine 2001) 1 Issuance of Profit Participation Certificates ( PPCs ) The Articles of Association

More information

ARTICLES OF ASSOCIATION NEUROSEARCH A/S. (CVR-no. 12546106)

ARTICLES OF ASSOCIATION NEUROSEARCH A/S. (CVR-no. 12546106) Unauthorised translation ARTICLES OF ASSOCIATION OF NEUROSEARCH A/S (CVR-no. 12546106) Name, registered office and objects Article 1. The name of the company is NeuroSearch A/S. Article 2. The objects

More information

MVV Energie AG, Mannheim

MVV Energie AG, Mannheim MVV Energie AG, Mannheim ISIN DE000A0H52F5 Shareholders of our company are hereby cordially invited to attend the Annual General Meeting to be held at Congress Center Rosengarten, Rosengartenplatz 2, 68161

More information

ARTICLES OF ASSOCIATION NEUROSEARCH A/S. (CVR-no. 12546106)

ARTICLES OF ASSOCIATION NEUROSEARCH A/S. (CVR-no. 12546106) Unauthorised translation ARTICLES OF ASSOCIATION OF NEUROSEARCH A/S (CVR-no. 12546106) Name, registered office and objects Article 1. The name of the company is NeuroSearch A/S. Article 2. The objects

More information

ARTICLES OF ASSOCIATION for NTR HOLDING A/S (Central Business Register No. (CVR No.) 62 67 02 15) The name of the Company is NTR Holding A/S.

ARTICLES OF ASSOCIATION for NTR HOLDING A/S (Central Business Register No. (CVR No.) 62 67 02 15) The name of the Company is NTR Holding A/S. NTR Holding A/S Rådhuspladsen 16, 1. 1550 København V Denmark Tel.:+45 8896 8666 Fax:+45 8896 8806 E-mail: ntr@ntr.dk www.ntr.dk ARTICLES OF ASSOCIATION for NTR HOLDING A/S (Central Business Register No.

More information

Instructions. for the 2016 Bayer AG Stockholders Meeting

Instructions. for the 2016 Bayer AG Stockholders Meeting Instructions for the 2016 Bayer AG Stockholders Meeting Instructions for the 2016 Bayer AG Stockholders Meeting 1. Invitation and Agenda 2. Options for Exercising Voting Rights 3. Notice of Intention to

More information

Invitation and Agenda

Invitation and Agenda Annual General Meeting 2013 Invitation and Agenda Annual General Meeting 2013 Deutsche Post AG, Bonn German Securities Code (WKN) 555200 ISIN DE0005552004 The shareholders of our Company are invited to

More information

Act on Investment Firms 26.7.1996/579

Act on Investment Firms 26.7.1996/579 Please note: This is an unofficial translation. Amendments up to 135/2007 included, May 2007. Act on Investment Firms 26.7.1996/579 CHAPTER 1 General provisions Section 1 Scope of application This Act

More information

Articles of Association Swiss Life Holding Ltd

Articles of Association Swiss Life Holding Ltd Articles of Association Swiss Life Holding Ltd (Translation of the original text in German) I. Company name, object and registered office 1. Company name, legal form Under the corporate name Swiss Life

More information

CALLING NOTICE FOR ANNUAL GENERAL MEETING. The annual general meeting in Storm Real Estate AS (the Company ) will be held at

CALLING NOTICE FOR ANNUAL GENERAL MEETING. The annual general meeting in Storm Real Estate AS (the Company ) will be held at To the shareholders in Storm Real Estate AS CALLING NOTICE FOR ANNUAL GENERAL MEETING The annual general meeting in Storm Real Estate AS (the Company ) will be held at Hotel Scandic, Parkveien 68, Oslo

More information

OPEN JOINT STOCK COMPANY LONG-DISTANCE AND INTERNATIONAL TELECOMMUNICATIONS ROSTELECOM

OPEN JOINT STOCK COMPANY LONG-DISTANCE AND INTERNATIONAL TELECOMMUNICATIONS ROSTELECOM Appendix No.4 to Item No.6 of the Agenda of OJSC Rostelecom Annual General Meeting upon the results of the year 2008 APPROVED by Annual General Shareholders Meeting of OJSC Rostelecom held on May 30, 2009

More information

PROPOSALS FOR GENERAL MANDATES TO BUY BACK SHARES AND TO ISSUE SHARES AND NOTICE OF ANNUAL GENERAL MEETING

PROPOSALS FOR GENERAL MANDATES TO BUY BACK SHARES AND TO ISSUE SHARES AND NOTICE OF ANNUAL GENERAL MEETING THIS CIRCULAR IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION If you are in any doubt as to any aspect of this circular or as to the action to be taken, you should consult your licensed securities dealer

More information

ANNOUNCEMENT OF THE MANAGEMENT BOARD OF GETIN NOBLE BANK S.A. OF THE CONVOCATION OF THE ANNUAL GENERAL MEETING

ANNOUNCEMENT OF THE MANAGEMENT BOARD OF GETIN NOBLE BANK S.A. OF THE CONVOCATION OF THE ANNUAL GENERAL MEETING ANNOUNCEMENT OF THE MANAGEMENT BOARD OF GETIN NOBLE BANK S.A. OF THE CONVOCATION OF THE ANNUAL GENERAL MEETING The Management Board of Getin Noble Bank S.A. with its registered office in Warsaw, entered

More information

German Corporate Governance Code

German Corporate Governance Code (as amended on May 26, 2010) Government Commission German Corporate Governance Code 1. Foreword 1 This German Corporate Governance Code (the "Code") presents essential statutory regulations for the management

More information

TRANSPORT INTERNATIONAL HOLDINGS LIMITED (the Company ) MEMBERS COMMUNICATION POLICY

TRANSPORT INTERNATIONAL HOLDINGS LIMITED (the Company ) MEMBERS COMMUNICATION POLICY TRANSPORT INTERNATIONAL HOLDINGS LIMITED (the Company ) MEMBERS COMMUNICATION POLICY 1. Purpose 1.1. This Policy aims to set out the provisions with the objective of ensuring that the Company s Members,

More information

AS DnB NORD Banka REPORT ON CORPORATE GOVERNANCE for the year ending on 31 December 2008

AS DnB NORD Banka REPORT ON CORPORATE GOVERNANCE for the year ending on 31 December 2008 AS DnB NORD Banka REPORT ON CORPORATE GOVERNANCE for the year ending on 31 December 2008 I INTRODUCTION The Report on Corporate Governance of AS DnB NORD Banka for the year ending on 31 December 2008 (hereinafter

More information

Vestas Wind Systems A/S Company reg. No. 10 40 37 82 1. Vestas internal protocol

Vestas Wind Systems A/S Company reg. No. 10 40 37 82 1. Vestas internal protocol Articles of association Vestas Wind Systems A/S Company reg. No. 10 40 37 82 1. Vestas internal protocol Table of contents Article 1 Name and objects 3 Article 2 Share capital and shares 3 Article 3 Authorisations

More information

LONDON STOCK EXCHANGE HIGH GROWTH SEGMENT RULEBOOK 27 March 2013

LONDON STOCK EXCHANGE HIGH GROWTH SEGMENT RULEBOOK 27 March 2013 LONDON STOCK EXCHANGE HIGH GROWTH SEGMENT RULEBOOK 27 March 2013 Contents INTRODUCTION... 2 SECTION A ADMISSION... 3 A1: Eligibility for admission... 3 A2: Procedure for admission... 4 SECTION B CONTINUING

More information

The By-laws of General Shareholders Meeting of Cyfrowy Polsat S.A.

The By-laws of General Shareholders Meeting of Cyfrowy Polsat S.A. The By-laws of General Shareholders Meeting of Cyfrowy Polsat S.A. 1. The By-laws herein set out the rules of calling, preparing and running a session of the Annual General Meeting of Cyfrowy Polsat S.A.

More information

Report on compliance with the Corporate Governance Rules of the Warsaw Stock Exchange for 2015 by Krka, tovarna zdravil, d. d.

Report on compliance with the Corporate Governance Rules of the Warsaw Stock Exchange for 2015 by Krka, tovarna zdravil, d. d. Report on compliance with the Corporate Governance Rules of the Warsaw Stock Exchange for 2015 by Krka, tovarna zdravil, d. d., Novo mesto Introduction In accordance with the Warsaw Stock Exchange Rules

More information

ItN Nanovation AG, Saarbrücken ISIN: DE000A0JL461, WKN: A0J L46

ItN Nanovation AG, Saarbrücken ISIN: DE000A0JL461, WKN: A0J L46 ItN Nanovation AG, Saarbrücken ISIN: DE000A0JL461, WKN: A0J L46 Announcement of a subscription offer in accordance with section 186 (5), 2 nd sentence, in combination with section 186 (2) AktG This offer

More information

Articles of Association. for. Exiqon A/S (CVR no )

Articles of Association. for. Exiqon A/S (CVR no ) Articles of Association for Exiqon A/S (CVR no. 18 98 44 31) 1 NAME AND OBJECTS Article 1 The name of the Company is Exiqon A/S. Article 2 The objects of the Company are to carry out research, development,

More information

RESOLUTIONS APPROVED BY THE EXTRAORDINARY GENERAL MEETING OF SHAREHOLDERS ON JULY 31, 2009.

RESOLUTIONS APPROVED BY THE EXTRAORDINARY GENERAL MEETING OF SHAREHOLDERS ON JULY 31, 2009. GETIN Holding S.A. ul. Powstańców Śląskich 2-4, 53-333 Wrocław tel. +48 71 797 77 77, fax +48 71 797 77 16 KRS 0000004335 District Court in Wrocław, the 6th Commercial Division Getin Bank S.A. 07 1560

More information

Invitation to the Ordinary Annual General Meeting 2015

Invitation to the Ordinary Annual General Meeting 2015 Invitation to the Ordinary Annual General Meeting 2015 The German Version of the Invitation to the Ordinary Annual General Meeting is the only legally binding version. The English translation is for convenience

More information

Mobility 2020 and beyond. Invitation to the Annual General Meeting 2011 Annual Report Abstract 2010

Mobility 2020 and beyond. Invitation to the Annual General Meeting 2011 Annual Report Abstract 2010 Mobility 2020 and beyond Invitation to the Annual General Meeting 2011 Annual Report Abstract 2010 elmos Geschäftsbericht 2010 1 Table of content Invitation to the Annual Meeting 2011 -> 4 Agenda -> 17

More information

Articles of Association of Coloplast A/S Company reg. (CVR) no. 69749917

Articles of Association of Coloplast A/S Company reg. (CVR) no. 69749917 Announcement No. 12/2013 5 December 2013 Articles of Association of Coloplast A/S Company reg. (CVR) no. 69749917 Name, registered office and objects of the Company 1. The name of the Company is Coloplast

More information