Agenda for the 24 th Annual General Meeting of Schaffner Holding AG

 

Media Release

 

Agenda for the 24th Annual General Meeting of Schaffner Holding AG

 

 

Luterbach, Switzerland, 18 December 2019 – The Board of Directors of Schaffner Holding AG has set the following agenda for the 24th Annual General Meeting of 14 January 2020:

 

1.

Approval of the company's financial statements and the consolidated financial statements for fiscal 2018/19 and acknowledgment of the auditors' reports

2.

Resolution on the appropriation of retained earnings and distribution of an ordinary dividend, allocation out of share premium (reserves for additional paid-in capital) to free reserves for additional paid-in capital and distribution (exempted from Swiss anticipatory tax) from free reserves for additional paid-in capital (distribution to the shareholders totaling CHF 5.00 gross or CHF 4.13 net per registered share entitled to dividends):

2.1

Distribution of an ordinary dividend of CHF 2.50 (CHF 1.63 net) per registered share entitled to dividends and carrying forward of the remaining retained earnings of CHF 25,219,000

2.2

Allocation out of share premium (reserves for additional paid-in capital) to free reserves for additional paid-in capital of CHF 1,581,000 and distribution (exempted from Swiss anticipatory tax) from free reserves of CHF 2.50 per registered share entitled to dividends

If the proposals are accepted, the total distribution of CHF 4.13 net per registered share entitled to dividends will be paid out from 20 January 2020 (payment date) on.

3.

Granting of discharge to the responsible persons for fiscal 2018/19

4.

Elections

4.1

Re-elections of members and the Chairman of the Board of Directors for a term ending at the conclusion of the next Annual General Meeting

a.

Re-election of Urs Kaufmann as a member of the Board of Directors and as the Chairman of the Board of Directors

b.

Re-election of Philipp Buhofer as a member of the Board of Directors

c.

Re-election of Gerhard Pegam as a member of the Board of Directors

d.

Re-election of Georg Wechsler as a member of the Board of Directors

Suzanne Thoma, member of the Board of Directors and the Compensation Committee, will not stand for re-election.

4.2

Re-elections of members of the Compensation Committee for a term ending at the conclusion of the next Annual General Meeting

a.

Re-election of Philipp Buhofer as a member of the Compensation Committee

b.

Re-election of Urs Kaufmann as a member of the Compensation Committee

4.3

Re-election of Dr. iur. Wolfgang Salzmann, attorney-at-law and notary public, Solothurn, as Independent Proxy for a term ending at the conclusion of the next Annual General Meeting

4.4

Re-election of BDO AG, Solothurn, as Independent Auditors of the Company for fiscal 2019/20

5.

Compensation

5.1

Acceptance of the compensation report for fiscal 2018/19 on the basis of a non-binding, consultative vote

5.2

Approval of the maximum aggregate amount of CHF 500,000 of compensation for the members of the Board of Directors until the next Annual General Meeting, based on the assumption that the Board of Directors will consist of four members after the 24th Annual General Meeting

5.3

Approval of the maximum aggregate amount of CHF 3,500,000 of compensation for the members of the Executive Committee for fiscal 2020/21, based on the assumption that the Executive Committee will consist of a CEO and five further members in fiscal 2020/21

 

No registrations in the share register of Schaffner Holding AG will be made from 8 January 2020 to 14 January 2020. The record date for the right to vote shares at the Annual General Meeting, and the last day for new registrations in the share register before the Annual General Meet­ing, is 7 January 2020.

 

The binding detailed invitation to the 24th Annual General Meeting of Schaffner Holding AG is published in the Swiss Official Gazette of Commerce (www.shab.ch) on 18 December 2019 and can be viewed at: www.schaffner-ir.com/annual-general-meeting/documentation

 

 

Contact

Marc Aeschlimann

Christian Herren

Chief Executive Officer

Chief Financial Officer

T +41 32 681 66 01

T +41 32 681 66 01

marc.aeschlimann@schaffner.com

christian.herren@schaffner.com

 

Financial calendar

14 January 2020

24th Annual General Meeting

7 May 2020

Publication of half-year results 2019/20

8 December 2020

Publication of annual results 2019/20

12 January 2021

25th Annual General Meeting