EQS-AGM: VERBUND AG: Notice to Convene the 75th Annual General Meeting of VERBUND AG
EQS-News: VERBUND AG / Announcement of the Convening of the General Meeting
VERBUND AG: Notice to Convene the 75th Annual General Meeting of VERBUND AG
25.03.2022 / 08:38
Announcement of the Convening of the General Meeting, transmitted by EQS – a
service of EQS Group AG.
The issuer is solely responsible for the content of this announcement.
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VERBUND AG
Vienna
FN 76023 z, ISIN AT0000746409
(‚Company‘)
Notice to Convene the 75th Annual General Meeting of
VERBUND AG
on Monday, 25 April 2022 at 10:30 a.m. CEST (Vienna time)
The location of the Annual General Meeting within the meaning of
Section 106(1) of the Austrian Stock Corporation Act (Aktiengesetz, AktG) is
Europaplatz 2, 1150 Vienna, Austria
I. VIRTUAL FORM OF THE ANNUAL GENERAL MEETING
1. COVID-19 Company Law Act (Gesellschaftsrechtliches COVID-19-Gesetz,
COVID-19-GesG) and COVID-19 Company Law Regulation (Gesellschaftsrechtliche
COVID-19-Verordnung, COVID-19-GesV)
Due to the ongoing pandemic and in the interest of protecting shareholders and
other participants, the Executive Board – after careful consideration – has decided
to avail itself of the statutory option permitting annual general meetings to be
held virtually.
On the basis of Section 1(2) of the COVID-19 Company Law Act (Federal Law Gazette
[BGBl.] I 16/2020 as amended in Federal Law Gazette [BGBl.] I 246/2021;
COVID-19-GesG) and the COVID-19 Company Law Regulation (Federal Law Gazette [BGBl.]
II 140/2020 as amended in Federal Law Gazette [BGBl.] II 609/2021; COVID-19-GesV),
the Annual General Meeting of VERBUND AG on 25 April 2022 will be conducted as a
‚virtual annual general meeting‘ in the interest of both the Company and the
participants.
This Executive Board decision means that neither shareholders nor their
representatives (with the exception of special proxies in accordance with Section
3(4) of the COVID-19 Company Law Regulation (COVID-19-GesV)) may physically attend
the Annual General Meeting of VERBUND AG on 25 April 2022.
The virtual Annual General Meeting will take place at Europaplatz 2, 1150 Vienna,
Austria. Only the Chairman of the Supervisory Board, a Vice-Chairperson of the
Supervisory Board, the Chairman and other members of the Executive Board, the
certifying public notary and the four special proxies proposed by the Company will
be physically present.
Conducting the Annual General Meeting as a virtual annual general meeting in
accordance with the COVID-19 Company Law Regulation (COVID-19-GesV) necessitates
modifications to the procedures for holding the Annual General Meeting as well as
for exercising shareholder rights.
The right to vote, to propose motions and to raise objections may only be exercised
by granting power of attorney and issuing instructions to one of the special
proxies proposed by the Company in accordance with Section 3(4) of the COVID-19
Company Law Regulation (COVID-19-GesV).
Shareholders may avail themselves of their right to information at the virtual
Annual General Meeting by electronic means, specifically by transmitting their
questions and comments in text form (by e-mail only) to the Company directly at
fragen.hauptversammlung@verbund.com, provided the shareholders have submitted their
safe custody receipts as defined in Section 10a of the Austrian Stock Corporation
Act (AktG) by the date specified in item IV hereof and have authorised a special
proxy pursuant to item V hereof.
2. Internet transmission of the Annual General Meeting
In accordance with Section 3(1), (2) and (4) of the COVID-19 Company Law Regulation
(COVID-19-GesV) in conjunction with Section 102(4) of the Austrian Stock
Corporation Act (AktG), the Annual General Meeting will be transmitted in its
entirety via the Internet; the livestream will include all images and audio.
This is permitted under data protection laws on the legal basis of Section 3(1),
(2) and (4) of the COVID-19 Company Law Regulation (COVID-19-GesV) and Section
102(4) of the Austrian Stock Corporation Act (AktG).
All shareholders of the Company may participate in the virtual Annual General
Meeting on the Internet on 25 April 2022 starting at approximately 10:30 a.m. CEST
(Vienna time) by visiting www.verbund.com from a suitable device (PC, laptop,
tablet, smartphone) and with sufficient bandwidth to support live streaming. No
prior registration or login is necessary to view the Annual General Meeting.
Online transmission of the Annual General Meeting gives all shareholders the
opportunity to follow the Annual General Meeting in real time via a one-way
acoustic and optical communication line, especially the presentation of the
Executive Board, the Board’s response to shareholder questions and the voting
process.
Please note that the live transmission of the virtual Annual General Meeting will
not allow for remote participation (Section 102(3)(2) of the Austrian Stock
Corporation Act (AktG)) or remote voting (Section 102(3)(3) of the Austrian Stock
Corporation Act (AktG) and Section 126 of the Austrian Stock Corporation Act
(AktG)), and the Internet transmission is not a two-way connection. Therefore,
shareholders are only able to observe the Annual General Meeting. Shareholders can
therefore not use this connection to speak.
Likewise, please note that the Company is only responsible for the use of technical
communication channels insofar as such communication channels are attributable to
its own sphere (Section 2(6) of the COVID-19 Company Law Regulation
(COVID-19-GesV)).
In other respects, please refer to the organisational and technical prerequisites
for participation pursuant to Section 3(3) in conjunction with Section 2(4) of the
COVID-19 Company Law Regulation (COVID-19-GesV), which are included in this Notice
to Convene (‚Participation Information‘).
II. AGENDA
1. Presentation of the approved 2021 annual financial statements, including the
management report by the Executive Board and the Corporate Governance report;
presentation of the consolidated financial statements, including the Group
management report; and presentation of the proposal for the distribution of profits
and the report of the Supervisory Board for financial year 2021
2. Resolution to approve the appropriation of the net profit reported in the 2021
annual financial statements
3. Resolution to formally approve the actions of the members of the Executive Board
for financial year 2021
4. Resolution to formally approve the actions of the members of the Supervisory
Board for financial year 2021
5. Appointment of the auditor and the Group auditor for financial year 2022
6. Resolution to approve the remuneration report presenting the remuneration paid
to the members of the Executive and Supervisory Boards of VERBUND AG for financial
year 2021
7. Elections to the Supervisory Board
III. INFORMATION ON THE ANNUAL GENERAL MEETING; PROVISION OF INFORMATION ON THE
WEBSITE
The following documents are among those that will be made available on the
Company’s website at
https://www.verbund.com/en-at/about-verbund/investor-relations/general-meeting/2022
by no later than 4 April 2022 pursuant to Section 108(3) and (4) of the Austrian
Stock Corporation Act (AktG):
– Integrated Annual Report 2021, with:
– Consolidated Corporate Governance Report;
– Group management report;
– Report on non-financial information (NFI Report); and
– consolidated financial statements;
– Annual Report 2021, with:
– report of the Supervisory Board;
– management report;
– annual financial statements;
– proposal for the distribution of profits;
– motions for resolutions on agenda items 2 to 7 with remuneration report;
– nomination of candidates for election to the Supervisory Board on agenda item 7
pursuant to Section 87(2) Austrian Stock Corporation Act (AktG), including
curriculum vitae;
– a power of attorney form for the special proxies set forth in Section 3(4) of the
COVID-19 Company Law Regulation (COVID-19-GesV);
– a form for submitting questions on agenda items;
– forms for revoking power of attorney;
– Participation Information: information on the organisational and technical
prerequisites for participation pursuant to Section 3(3) in conjunction with
Section 2(4) of the COVID-19 Company Law Regulation (COVID-19-GesV); and
– the complete text of this Notice to Convene.
IV. RECORD DATE AND REQUIREMENTS FOR PARTICIPATING IN THE ANNUAL GENERAL MEETING
The right to participate in the virtual Annual General Meeting and to exercise
voting rights and all other shareholder rights applicable to this virtual Annual
General Meeting on the basis of the COVID-19 Company Law Act (COVID-19-GesG) and
the COVID-19 Company Law Regulation (COVID-19-GesV) depends on the status of share
ownership at 11:59 p.m. CEST (Vienna time) on 15 April 2022 (record date).
Only those who are shareholders on the record date and who provide evidence of this
fact to the Company will be entitled to participate in the virtual Annual General
Meeting based on the COVID-19 Company Law Act (COVID-19-GesG) and the COVID-19
Company Law Regulation (COVID-19-GesV).
Bearer shares
As evidence of share ownership on the record date, a safe custody receipt pursuant
to Section 10a of the Austrian Stock Corporation Act (AktG) must be submitted to
the Company by no later than 11:59 p.m. CEST (Vienna time) on 20 April 2022. The
submission must be made via one of the following communication channels:
by mail or courier: VERBUND AG
Corporate Office, attn.: Dr. Andreas Bräuer
Am Hof 6a, 1010 Vienna, Austria
by e-mail: an electronic document in PDF format bearing a
qualified electronic signature:
anmeldestelle@computershare.de
by SWIFT: COMRGB2L
(Message Type MT598 or MT599;
ISIN AT0000746409 must be referenced in the
body of the message)
Submissions are also welcome in advance in text form:
by fax: +49 89 30903 74675 or
by e-mail: [1]anmeldestelle@computershare.de
(Safe custody receipts must be in PDF format.)
Shareholders may neither appoint a special proxy nor exercise their right to
information with binding effect unless their safe custody receipts are submitted to
the Company in a timely manner.
Shareholders are requested to contact the custodial bank to arrange for issuance
and transmission of a safe custody receipt.
The record date has no effect on the saleability of the shares and is not
significant for the dividend entitlement.
Safe custody receipt pursuant to Section 10a of the
Austrian Stock Corporation Act (AktG)
The safe custody receipt must be issued by a custodial bank domiciled in a member
state of the European Economic Area or a full member state of the OECD and must
include the following information (Section 10a(2) of the Austrian Stock Corporation
Act (AktG)):
– information on the issuer: name/company name and address, or a code used commonly
in intrabank transactions (SWIFT);
– information on the shareholder: name/company name, address, date of birth for
natural persons or registry and registration number for legal entities, if
applicable;
– information on the shares: number of shares held by the shareholder ISIN
AT0000746409 (international securities identification number);
– securities/custody account number or other designation; and
– date or period of time to which the safe custody receipt refers.
The safe custody receipt, as evidence of share ownership for the purpose of
participation in the Annual General Meeting, must be dated prior to the end of the
record date at 11:59 p.m. CEST (Vienna time) on 15 April 2022.
Safe custody receipts may be submitted in German or English.
Registered shares
For registered shares, only the entry in the share register at the end of the
record date is relevant; the shareholder is not required to provide separate
evidence or to register for the Annual General Meeting.
V. APPOINTMENT OF A SPECIAL PROXY AND PROCEDURE TO BE FOLLOWED
Each shareholder entitled to participate in this virtual Annual General Meeting
based on the COVID-19 Company Law Act (COVID-19-GesG) and the COVID-19 Company Law
Regulation (COVID-19-GesV) and who has provided evidence of this fact to the
Company in accordance with the provisions of item IV of this Notice to Convene has
the right to appoint a special proxy.
In accordance with Section 3(4) of the COVID-19 Company Law Regulation
(COVID-19-GesV), proposing a motion, casting a vote and raising an objection at the
virtual Annual General Meeting of VERBUND AG on 25 April 2022 may only be done
through a special proxy, the costs of which shall be borne by the Company.
The following persons who are suitable and independent of the Company are hereby
proposed as special proxies:
(i) Dr. Michael Knap
c/o IVA Interessenverband für Anleger
Feldmühlgasse 22, 1130 Vienna, Austria
E-mail: vollmacht.verbund.knap@computershare.de
(ii) Attorney Dr. Christoph Nauer LL.M.
c/o bpv Hügel Rechtsanwälte GmbH
Enzersdorferstraße 4, 2340 Mödling, Austria
E-mail: vollmacht.verbund.nauer@computershare.de
(iii) Attorney Dr. Sascha Schulz
c/o Schönherr Rechtsanwälte GmbH
Schottenring 19, 1010 Vienna, Austria
E-mail: vollmacht.verbund.schulz@computershare.de
(iv) Attorney Mag. Gernot Wilfling
c/o MÜLLER PARTNER RECHTSANWÄLTE GMBH
Rockhgasse 6, 1010 Vienna, Austria
E-mail: vollmacht.verbund.wilfling@computershare.de
Shareholders may select one of the four persons named above as their special proxy
and grant that person power of attorney.
Pursuant to Section 3(4) of the COVID-19 Company Law Regulation (COVID-19-GesV),
the granting of a power of attorney to another person is not permissible.
A separate form for granting power of attorney to special proxies is available for
download from the Company’s website at
www.verbund.com/en-at/about-verbund/investor-relations/general-meeting/2022.
Shareholders are requested to use this proxy form.
The requirements for participation listed in the Participation Information must be
adhered to with respect to the issuance of powers of attorney, the relevant
transmission options and deadlines.
Submission of powers of attorney in person at the meeting location is expressly
prohibited.
VI. INFORMATION ON SHAREHOLDER RIGHTS PURSUANT TO SECTIONS 109, 110, 118 AND 119 OF
THE AUSTRIAN STOCK CORPORATION ACT (AKTG)
1. Additions to the agenda by shareholders pursuant to Section 109 of the Austrian
Stock Corporation Act (AktG)
Shareholders whose individual or aggregate shareholding equals at least 5% of the
share capital and who have held such shares for a period of at least three months
prior to submitting a request may request in writing that additional items be added
to the agenda of this Annual General Meeting and be made public. Any such requests
must be received by the Company in written form (by mail or courier) by no later
than 11:59 p.m. CEST (Vienna time) on 4 April 2022. Requests may only be sent via
one of the following channels: by mail (to the attention of Dr. Andreas Bräuer,
VERBUND AG Corporate Office, Am Hof 6a, 1010 Vienna, Austria), by e-mail:
(consisting of an electronic document in PDF format bearing a qualified electronic
signature and sent to: [2]anmeldestelle@computershare.de, or by SWIFT: COMRGB2L
(Message Type MT598 or MT599; ISIN AT0000746409 must be referenced in the body of
the message).
Each agenda item so requested must be accompanied by a motion, including a
statement of reasons. A German version of the agenda item and the motion submitted
must also be provided; however, this does not apply to the statement of reasons.
Evidence of shareholder status must be provided by means of a safe custody receipt
pursuant to Section 10a of the Austrian Stock Corporation Act (AktG) confirming
that the shareholders making the request held their shares for at least three
months prior to submitting such request. The safe custody receipt may be no more
than seven days old upon submission to the Company. Multiple safe custody receipts
for shares comprising an aggregate shareholding of 5% must bear identical date/time
stamps.
With respect to the other requirements applicable to safe custody receipts, please
refer to the information on participation rights (item IV of this Notice to
Convene).
2. Motions on agenda items put forward by shareholders in accordance with Section
110 of the Austrian Stock Corporation Act (AktG)
Shareholders whose individual or aggregate shareholding equals at least 1% of the
share capital may submit motions in text form as defined in Section 13(2) of the
Austrian Stock Corporation Act (AktG), including a statement of reasons, on each
agenda item and request that any such proposals, along with the names of the
shareholders submitting the motion, the statements of reasons to be attached and
any comments by the Executive Board or the Supervisory Board, be made available on
the Company’s website as listed in the commercial register, provided such request
is received by the Company by no later than 11:59 p.m. CEST (Vienna time) on 13
April 2022 in text form as defined in Section 13(2) of the Austrian Stock
Corporation Act (AktG) – for instance as a PDF – either by fax addressed to +43 (0)
50313-154010, by mail addressed to the attention of Dr. Andreas Bräuer, VERBUND AG
Corporate Office, Am Hof 6a, 1010 Vienna, Austria, or by e-mail addressed to
hv@verbund.com. If text form pursuant to Section 13(2) of the Austrian Stock
Corporation Act (AktG) is required, the relevant declaration must be made on paper
or in another manner suitable for its permanent reproduction in writing, the person
making the declaration must be named and completion of the declaration must be
evidenced through reproduction of a signature or in another manner. A German
version of the proposed motion must also be provided; however, this does not apply
to the statement of reasons.
Where candidates are being nominated for election to the Supervisory Board, the
declarations of the nominated persons pursuant to Section 87(2) Austrian Stock
Corporation Act (AktG) shall take the place of the statement of reasons.
Evidence of shareholder status must be provided by means of a safe custody receipt
pursuant to Section 10a of the Austrian Stock Corporation Act (AktG). The safe
custody receipt may be no more than seven days old upon submission to the Company.
If multiple shareholders are needed to reach the 1% shareholding requirement, all
of the shareholders‘ safe custody receipts must bear identical date/time stamps.
For registered shares, entry in the share register is the deciding factor and the
shareholder is not required to provide separate evidence.
With respect to the other requirements applicable to safe custody receipts, please
refer to the information on participation rights (item IV of this Notice to
Convene).
3. Statements in accordance with Section 110(2) sentence 2 in conjunction with
Section 86(7) and (9) of the Austrian Stock Corporation Act (AktG)
The Company is making the following statements with regard to agenda item 7,
‚Elections to the Supervisory Board‘, and the possibility that a corresponding
nomination will be made by shareholders pursuant to Section 110 of the Austrian
Stock Corporation Act (AktG):
Pursuant to Article 10(1) of the Articles of Association of VERBUND AG, the
Supervisory Board comprises up to twelve members (elected by the Annual General
Meeting).
Following the election of Supervisory Board members by the 73rd Annual General
Meeting on 16 June 2020, the Supervisory Board comprised ten members elected by the
Annual General Meeting and five members delegated by the Works Council.
Section 86(7) of the Austrian Stock Corporation Act (AktG) is applicable to VERBUND
AG.
The Supervisory Board of VERBUND AG currently comprises nine members elected by the
Annual General Meeting (shareholder representatives) and five members delegated by
the Works Council in accordance with Section 110 of the Austrian Labour
Constitution Act (Arbeitsverfassungsgesetz, ArbVG) (employee representatives). Of
the nine shareholder representatives five are men and four are women, and of the
five employee representatives two are men and three are women.
No objection pursuant to Section 86(9) of the Austrian Stock Corporation Act (AktG)
has been raised and the minimum percentage pursuant to Section 86(7) of the
Austrian Stock Corporation Act (AktG) is therefore complied with in its entirety.
4. Shareholders‘ right to information pursuant to Section 118 of the Austrian Stock
Corporation Act (AktG)
Each shareholder must be provided with information on matters of the Company upon
request during the Annual General Meeting to the extent that such information is
necessary to allow proper assessment of an agenda item. The right to information
also extends to legal relationships between the Company and an affiliated company
as well as the position of the Group and the companies included in the consolidated
financial statements.
The provision of information may be refused if – based on a reasonable economic
assessment – such information could cause material damage to the Company or one of
its affiliated companies or if provision of such information would be a criminal
offence.
The exercise of shareholders‘ right to information requires evidence of the right
to participate (item IV of this Notice to Convene) and the granting of a
corresponding power of attorney to the special proxy (item V of this Notice to
Convene).
It is hereby expressly noted that shareholders may only avail themselves of their
right to information and right to speak at the virtual Annual General Meeting by
electronic means, specifically by transmitting their questions and/or comments by
e-mail to the Company directly at fragen.hauptversammlung@verbund.com.
Shareholders are requested to transmit all questions in advance in text form (by
e-mail) to [3]fragen.hauptversammlung@verbund.com such that they are received by
the Company by no later than the third business day before the Annual General
Meeting, which is Wednesday, 20 April 2022. This process serves to improve meeting
efficiency in the interests of all participants in the Annual General Meeting,
particularly in the case of matters requiring significant preparation time.
By sending your questions in advance, you enable the Executive Board to prepare as
precisely as possible and to respond to your questions as quickly as possible
during the Annual General Meeting.
Please use the form provided for this purpose on the Company’s website at
www.verbund.com/en-at/about-verbund/investor-relations/general-meeting/2022. If the
form provided is not used, the identity of the shareholder must be specified in an
e-mail (name/company name, date of birth/shareholder’s commercial register number).
We ask that you additionally include your custody account number in the e-mail to
enable the Company to confirm your identity and verify consistency with the safe
custody receipt.
Please note that the Chairman may set time limits as appropriate during the Annual
General Meeting.
More detailed information and the different modalities for exercising shareholder
rights to information pursuant to Section 118 of the Austrian Stock Corporation Act
(AktG) will be provided in the Participation Information.
5. Shareholder motions during the Annual General Meeting in accordance with Section
119 of the Austrian Stock Corporation Act (AktG)
Each shareholder has the right – regardless of their specific shareholding – to
have their special proxy propose motions on each agenda item during the virtual
Annual General Meeting pursuant to the COVID-19 Company Law Act (COVID-19-GesG) and
the COVID-19 Company Law Regulation (COVID-19-GesV).
However, motions may only be sent to the proxy authorised by the respective
shareholder and submitted by the latter at the Annual General Meeting.
While the virtual Annual General Meeting is ongoing, the Chairman will determine
the time up to which instructions for presenting motions may be provided to special
proxies.
This requires evidence of the right to participate in accordance with item IV of
this Notice to Convene and the granting of a corresponding power of attorney to the
special proxy in accordance with item V of this Notice to Convene.
Additional information and the modalities for exercising shareholder rights to
information pursuant to Section 119 of the Austrian Stock Corporation Act (AktG)
will be provided in the Participation Information.
6. Information for shareholders on data processing
VERBUND AG, Am Hof 6a, 1010 Vienna, Austria is the party responsible (data
controller) for processing shareholders‘ personal data.
VERBUND AG processes the personal data of its shareholders – in particular that
pursuant to Section 10a(2) of the Austrian Stock Corporation Act (AktG), i.e. name,
address, date of birth, bank details, securities custody account number, number of
shares held by the shareholder, share class (if applicable), voting card number,
and, if applicable, the name, address and date of birth of the proxy (authorised
representative) as well as the voting record and other actions of the shareholder
during the (virtual) Annual General Meeting as recorded in the minutes – on the
basis of the applicable data protection regulations, especially the EU General Data
Protection Regulation (GDPR), the Austrian Data Protection Act and the Austrian
Stock Corporation Act (AktG).
The personal data of shareholders is processed in order to enable shareholders to
exercise their rights at the (virtual) Annual General Meeting.
VERBUND AG receives the personal data from the shareholders or from the respective
custodial bank (data in accordance with Section 10a(2) of the Austrian Stock
Corporation Act (AktG)).
The processing of shareholders‘ personal data is absolutely necessary for the
participation of shareholders and their representatives in the (virtual) Annual
General Meeting pursuant to the Austrian Stock Corporation Act. Accordingly, the
legal basis for processing is Article 6(1) lit. c of the GDPR.
VERBUND AG uses service companies and order processors such as IT and back office
service providers for the purpose of organising the (virtual) Annual General
Meeting. The service providers are only furnished with such personal data from
VERBUND AG as is required to carry out the contracted service, and they process the
data solely on the basis of an agreement under data protection law.
If a shareholder or a shareholder proxy takes part in the (virtual) Annual General
Meeting, all attending shareholders or their proxies, the members of the Executive
Board and the Supervisory Board, the notary and all other authorised persons may
view the legally required list of participants (Section 117 of the Austrian Stock
Corporation Act (AktG)) and thus also obtain access to the personal data included
in the list (e.g. name, place of residence, shareholding). VERBUND AG is also
legally obliged to submit personal shareholder data (especially the list of
participants) to the commercial register as part of the notarial record (Section
120 of the Austrian Stock Corporation Act (AktG)). Notaries receive the personal
data necessary to meet these statutory obligations.
Data on shareholders and their representatives is deleted and/or anonymised as soon
as it is no longer required for the purposes for which it was collected and
processed, and as long as no other legal obligations require further storage of
such data. Documentation and retention obligations arise in particular on the basis
of corporate, stock and takeover law, from legislation on taxes and duties and from
money laundering regulations. In the event that legal claims are asserted by
shareholders against VERBUND AG or by VERBUND AG against shareholders, the storage
of personal data serves the purpose of investigating and asserting such claims in
individual cases. In the context of legal proceedings involving civil lawsuits,
this may result in the data being stored for the duration of the period of
limitation plus the duration of the legal proceedings until their final and binding
conclusion.
Shareholders and proxies are at all times entitled to exercise any of the rights to
information and to rectification, restriction, objection or deletion with regard to
the processing of their personal data as well as to exercise their right to data
portability in accordance with Chapter III of the GDPR. Shareholders may assert
these rights against VERBUND AG free of charge by sending an e-mail to the data
protection officer at [4]datenschutz@verbund.com or by way of the following point
of contact:
VERBUND AG
Am Hof 6a
1010 Vienna, Austria
Furthermore, shareholders have the right to lodge a complaint with a supervisory
authority for data protection as defined in Article 77 of the GDPR.
VII. ADDITIONAL INFORMATION AND INSTRUCTIONS
1. Total number of shares and voting rights
As of the date of this Notice to Convene the Annual General Meeting, the Company’s
share capital amounted to 347,415,686 euros and was divided into 170,233,686
ordinary bearer shares and 177,182,000 ordinary registered shares.
Each share confers the right to one vote at the virtual Annual General Meeting,
subject to the following:
Pursuant to Article 19(3) of the Articles of Association, with the exception of
regional authorities and companies in which regional authorities hold an interest
of at least 51%, the voting rights of each shareholder in the Annual General
Meeting are restricted to 5% of the share capital, and thus to 17,370,784 votes.
2. No physical attendance
With respect to the upcoming Annual General Meeting, we would like to expressly
point out once again that neither shareholders nor any guests will be permitted to
access the location of the Annual General Meeting in person pursuant to the
COVID-19 Company Law Regulation (COVID-19-GesV).
Vienna, March 2022
The Executive Board
═══════════════════════════════════════════════════════════════════════════════════
25.03.2022
═══════════════════════════════════════════════════════════════════════════════════
Language: English
Company: VERBUND AG
Am Hof 6A
1010 Wien
Austria
Phone: 0043-1-53113-52604
Fax: 0043-1-53113-52694
E-mail: investor-relations@verbund.com
Internet: www.verbund.com
ISIN: AT0000746409
WKN: 877738
Listed: Vienna Stock Exchange (Official Market)
End of News EQS News Service
1311665 25.03.2022
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