Results of Ordinary General Meeting of Dufry AG on April 29, 2015
Download Press ReleaseThe Ordinary General Meeting of Dufry AG was held at the Grandhotel “Les Trois Rois”, Blumenrain 8, 4001 Basel, Switzerland, on April 29, 2015 at 14.00 hrs. The meeting was validly convened and constituted and shareholders duly registered in the share register of the Company representing 20,640,201 shares and 57.49% of the total share capital of Dufry AG were present at the meeting.
1. | As per the Shareholders' Resolution regarding the Board of Directors' proposal to approve the Annual Report, the Consolidated Financial Statements and the Annual Financial Statements for 2014, the Board of Directors' proposal has been accepted by 99.17% of the votes represented. |
2. | As per the Shareholders' Resolution regarding the Board of Directors' proposal to carry forward CHF 109,852 Thousand as retained earnings, the Board of Directors' proposal has been accepted by 87.29% of the votes represented. |
3. | As per the Shareholders' Resolution regarding the Board of Directors' proposal to grant discharge to the members of the Board of Directors and to the persons entrusted with management for their activities in the financial year 2014, the Board of Directors' proposal has been accepted by 98.41% of the votes represented. |
4. | As per the Shareholders' Resolution regarding the Board of Directors' proposals to re-elect (i) Mr. Juan Carlos Torres Carretero as member and Chairman of the Board of Directors; and (ii) Mr. Andres Holzer Neumann, (iii) Mr. Jorge Born, (iv) Mr. Xavier Bouton, (v) Mr. James Cohen, (vi) Mr. Julian Diaz Gonzalez, (vii) Mr. Jose Lucas Ferreira de Melo, (viii) Mr. George Koutsolioutsos, and (ix) Mr. Joaquin Moya-Angeler Cabrera as members of the Board of Directors; and to elect (x) Mr. Jorge Born and (xi) Mr. Xavier Bouton, and to re-elect (xii) Mr. James Cohen and (xiii) Mr. Andres Holzer Neumann, as members of the Remuneration Committee, all until the completion of the next Ordinary General Meeting, the Board of Directors' proposals have been accepted by 83.34%, 81.33%, 99.78%, 85.45%, 81.93%, 94.41%, 91.70%, 76.49%, 99.72%, 99.63%, 93.45%, 77.48%, and 77.33%, respectively, of the votes represented. |
5. | As per the Shareholders' Resolution regarding the Board of Directors' proposal to re-elect Ernst & Young Ltd as the Auditors for the financial year 2015, the Board of Directors' proposal has been accepted by 96.28% of the votes represented. |
6. | As per the Shareholders' Resolution regarding the Board of Directors' proposal to re-elect the law firm Buis Buergi AG, Muehlebachstrasse 8, 8008 Zurich as the Independent Voting Rights Representative until the completion of the next Ordinary General Meeting, the Board of Directors' proposal has been accepted by 99.92% of the votes represented. |
7. | As per the Shareholders’ Resolution regarding the Board of Directors’ proposal to approve a maximum aggregate amount of compensation of the Board of Directors for the term of office from the 2015 Ordinary General Meeting to the 2016 Ordinary General Meeting of CHF 7.4 million, the Board of Directors' proposal has been accepted by 73.05% of the votes represented. |
8. | As per the Shareholders’ Resolution regarding the Board of Directors’ proposal to approve a maximum aggregate amount of compensation of the Group Executive Committee for the financial year 2016 of CHF 50.5 million, the Board of Directors' proposal has been accepted by 89.80% of the votes represented. |
9. | As per the Shareholders’ Resolution regarding the Board of Directors’ proposal to increase the share capital of the Company from currently CHF 179,525,280 by up to CHF 157,142,860 to a maximum amount of up to CHF 336,668,140, the Board of Directors' proposal has been accepted by 99.79% of the votes represented. |
10. | As per the Shareholders' Resolution regarding the Board of Directors' proposal to delete Article 30 of the Articles of Incorporation, the Board of Directors' proposal has been accepted by 99.78% of the votes represented. |