Annual General Meeting 2015
Shareholders approved the annual report, the financial statements and the consolidated financial statements for 2014 and agreed to a dividend of CHF 4.00 per share as well an extraordinary dividend of CHF 3.00 per share. Payout is scheduled for May 12, 2015. Additionally, the Annual General Meeting granted discharge to the Board of Directors and the Management Board for the 2014 business year.
Board of Directors
All members of the board were available for re-election. Dr. Renato Fassbind, Juergen Fitschen, Karl Gernandt, Klaus-Michael Kuehne, Hans Lerch, Dr. Thomas Staehelin, Dr. Martin Wittig, Dr. Joerg Wolle and Bernd Wrede were re-elected to the Board of Directors for one-year terms.
In line with the Swiss Federal Ordinance Against Excessive Compensation in Public Corporations shareholders voted directly for the Chairman of the Board of Directors, the members of the Compensation Committee as well as the independent proxy.
Chairman of the Board of Directors
With a clear majority of votes Karl Gernandt has been re-elected as Chairman of the Board of Directors for another one-year term.
Shareholders followed the Board of Directors’ recommendation to elect Karl Gernandt, Klaus-Michael Kuehne, Hans Lerch, Dr. Joerg Wolle and Bernd Wrede to the Nomination and Compensation Committee for another one-year term.
Independent Proxy / Statutory Auditor
Kurt Gubler, Investarit AG, Zurich has been confirmed as independent proxy; the mandate as Statutory Auditor for the year 2015 has been given to Ernst & Young AG, Zurich.
Ammendment of Articles of Association
Shareholders approved a reduction of nominal value for a conditional increase in capital clearly above the required two third quorum. In particular, the General Meeting granted the proposed amendments to the Articles of Association necessary for the implementation of the Swiss Federal Ordinance Against Excessive Compensation in Public Corporations (OAEC or “VegüV”).
Votes on Remuneration
For the first time the total maximum amount of remuneration for the members of the Board of Director was prospectively approved, covering the period until the end of the next General Meeting. Similarly shareholders confirmed the total maximum account of remuneration for the Management Board, covering the business year 2016.
In a consultative vote shareholders endorsed the 2014 Remuneration Report.
The next Annual General Meeting will be held on May 3, 2016.