EQS-AGM: Wienerberger AG: Invitation to the General Meeting according to art. 107 para. 3 Companies Act
EQS-News: Wienerberger AG / Announcement of the Convening of the General
Meeting
Wienerberger AG: Invitation to the General Meeting according to art. 107
para. 3 Companies Act
01.04.2022 / 19:10
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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Wienerberger AG
Wienerbergerplatz 1, 1100 Vienna
Company Register Number 77676f
ISIN AT0000831706
Invitation
to the 153^rd Annual General Meeting
to be held on Tuesday, May 3, 2022, at 10:00 am Vienna time
at Wienerberger Haus, Wienerberger AG, Wienerbergerplatz 1, 1100 Vienna,
as a virtual Annual General Meeting within the meaning of the Austrian
Corporate COVID-19 Act (hereinafter COVID-19 Act) and the Austrian
Corporate COVID-19 Ordinance (hereinafter COVID-19 Ordinance)
Agenda
1. Presentation of the adopted 2021 Annual Financial Statements and the
Management Report of Wienerberger AG for the financial year 2021, the
Consolidated Financial Statements and the Group Management Report, the
Corporate Governance Report, the non-financial report and the report by
the Supervisory Board on the financial year 2021
2. Resolution on the use of net profits shown in the 2021 Annual Financial
Statements
3. Discharge of the Managing Board members for the financial year 2021
4. Discharge of the Supervisory Board members for the financial year 2021
5. Election of the auditors of the Annual Financial Statements and
Consolidated Financial Statements for the financial year 2022
6. Elections to the Supervisory Board
7. Resolution on the 2021 remuneration report
8. Authorization to repurchase treasury shares involving a reverse
exclusion of subscription rights
9. Resolution on the sale of treasury shares, excluding subscription
rights
Annual General Meeting to be held as a virtual Annual General Meeting
In view of the time required to organize the 153^rd Annual General Meeting
and the pandemic-related uncertainties still prevailing at the time of its
preparation, after due and careful consideration, the Managing Board has
decided to hold this year’s Annual General Meeting without any
shareholders being physically present.
As a consequence, the 153^rd Annual General Meeting of Wienerberger AG to
be held on May 3, 2022 will be held as a „virtual Annual General Meeting“
within the meaning of the COVID-19 Act (Federal Law Gazette I 16/2020), as
amended, and the related Ordinance issued by the Federal Minister of
Justice (COVID-19 Ordinance, Federal Law Gazette II 140/2020), as amended.
Based on the current COVID-19 situation, Wienerberger AG reserves the
right to postpone or cancel (also on short notice) the 153^rd Annual
General Meeting for good cause.
Subject to statutory provisions, holding the Annual General Meeting as a
virtual Annual General Meeting involves modifications in respect of the
procedure of the Annual General Meeting and the exercise of shareholder
rights. The rights to vote, to propose resolutions and to raise objections
may only be exercised by granting power of attorney and giving
instructions to one of the proxies proposed by the company pursuant to
Section 3 (4) of the COVID-19 Ordinance.
Provided that a depository confirmation as defined in Section 10a of the
Austrian Stock Corporation Act [AktG] has been provided in due time and a
special proxy has been granted power of attorney, the right to obtain
information may be exercised by shareholders at the virtual Annual General
Meeting as follows:
• By way of electronic communication, i.e. by providing questions and/or
requests to speak in writing solely by sending an email
to [1]fragen.wienerberger@hauptversammlung.at; please use the form of
questions provided on the company’s website
at [2] www.wienerberger.com.
• By means of a video statement recorded at the company’s premises
before the 153^rd Annual General Meeting takes place; related details
will be available in the document ‚Information concerning the
organizational and technical requirements for participating in the
virtual Annual General Meeting‘ on the company’s website
at [3] www.wienerberger.com not later than on April 12, 2022.
Online transmission of the Annual General Meeting
Pursuant to Section 3 (1), (2) and (4) of the COVID-19 Ordinance in
conjunction with Section 102 (4) of the Stock Corporation Act, the
153^rd Annual General Meeting will be fully transmitted online in real
time. For purposes of data protection, this is permitted in accordance
with Section 3 (1), (2) and (4) of the COVID-19 Ordinance and Section 102
(4) of the Stock Corporation Act.
All of the company’s shareholders may follow the Annual General Meeting on
May 3, 2022 from approx. 10 am, Vienna time, live on the Internet
at [4] www.wienerberger.com, using appropriate technical means.
Shareholders do not have to register or log in. By way of an acoustic and
optical one-way connection, shareholders will be able to follow in real
time the entire Annual General Meeting, including presentation of the
Managing Board, answering of questions asked by shareholders, and adoption
of resolutions.
For the avoidance of doubt, this live transmission does not include a
two-way connection and does not facilitate remote participation pursuant
to Section 102 (3) No 2 of the Stock Corporation Act or remote voting
pursuant to Section 102 (3) No 3 of the Stock Corporation Act in
conjunction with Section 126 of the Stock Corporation Act. In addition,
please note that the company is responsible for the use of any technical
means of communication only insofar as such means are attributable to its
sphere (Section 2 (6) COVID-19 Ordinance).
Furthermore, reference is made to additional information concerning the
organizational and technical requirements for participating in the virtual
Annual General Meeting pursuant to Section 3 (3) in conjunction with
Section 2 (4) of the COVID-19 Ordinance, which information will be
available on the company’s website at [5] www.wienerberger.com not later
than on April 12, 2022.
Special proxies
Every shareholder who is entitled to participate in the Annual General
Meeting has the right to appoint a proxy who participates in the Annual
General Meeting on the shareholder’s behalf and has the same rights as the
shareholder represented by the proxy.
In accordance with Section 3 (4) of the COVID-19 Ordinance, the rights to
propose resolutions, to vote and to raise objections at the virtual
153^rd Annual General Meeting may only be exercised by a special proxy.
Any cost of such special proxies will be borne by the company.
Every shareholder who is entitled to participate in the 153^rd Annual
General Meeting and has furnished related documentary evidence to the
company as set forth herein has the right to appoint one of the following
special proxies by granting power of attorney:
• Florian Beckermann, c/o IVA Interessenverband für Anleger
Contact: Feldmühlgasse 22, 1130 Vienna
[6]beckermann.wienerberger@hauptversammlung.at
• Ewald Oberhammer, attorney at law of Oberhammer Rechtsanwälte GmbH
Contact: Karlsplatz 3/1, 1010 Vienna
[7]oberhammer.wienerberger@hauptversammlung.at
• Paul Fussenegger, attorney at law
Contact: Rotenturmstrasse 12/6, 1010 Vienna
[8]fussenegger.wienerberger@hauptversammlung.at
• Arno Weigand, notary public
Contact: Untere Donaustrasse 13-15/7^th floor, 1020 Vienna
[9]weigand.wienerberger@hauptversammlung.at
The company’s website at [10]www.wienerberger.com provides to shareholders
and/or their attorneys-in-fact a form to grant power of attorney and issue
instructions to one of the above special proxies as well as a form to
revoke such power of attorney. For the sake of efficiency, please use the
forms provided.
The special proxies can be directly contacted as set out above. You are
asked to get in touch in time in case you want to issue specific
instructions.
For the purpose of verifying your identity, please insert on the forms in
the relevant field the email address which is also used for sending
instructions to the special proxy or questions and/or requests to speak to
the company. In addition, the holder details referred to in the depository
confirmation must be the same as those referred to in the power of
attorney. Otherwise, the power of attorney is invalid.
If power of attorney is granted to another person, a valid chain of powers
of attorney (sub-power of attorney) must ensure that one of the special
proxies is granted power of attorney to exercise voting rights, to make
motions and to raise objections. In accordance with the COVID-19
Ordinance, no other person may be granted power of attorney to exercise
these rights at the virtual Annual General Meeting.
If a shareholder has granted power of attorney to the shareholder’s
custodian bank, the latter merely has to state that it was granted power
of attorney, in addition to providing the depository confirmation. For the
purpose of proposing resolutions, casting votes and raising objections at
the Annual General Meeting, the custodian bank also has to use one of the
proposed special proxies and timely provide the relevant power of attorney
as described below.
Completed and signed powers of attorney must be timely sent to ensure they
are received by the company in writing not later than on Monday, May 2,
2022, 12 pm Vienna time, using one of the following means:
By mail or courier to:
Wienerberger AG
c/o HV-Veranstaltungsservice GmbH
Köppel 60, 8242 St. Lorenzen/Wechsel
By fax to: +43 1 8900 500 53
By email to:
If to Mr. Beckermann: [11]beckermann.wienerberger@hauptversammlung.at
If to Mr. Oberhammer: [12]oberhammer.wienerberger@hauptversammlung.at
If to Mr. Fussenegger: [13]fussenegger.wienerberger@hauptversammlung.at
If to Mr. Weigand: [14]weigand.wienerberger@hauptversammlung.at
The power of attorney has to be attached in text format (e.g. in
pdf-format)
By SWIFT:
GIBAATWGGMS – Message Type MT598 and/or Type 599;
please indicate ISIN AT0000831706 in the text
This form of delivery grants the selected special proxy direct access to
the power of attorney. The power of attorney may not be submitted by a
shareholder in person at the venue of the meeting. Any details on how to
grant power of attorney are set out in the proxy form provided on the
company’s website at [15]www.wienerberger.com and in the document
‚Information concerning the organizational and technical requirements for
participating in the virtual Annual General Meeting‘.
The above provisions apply mutatis mutandis to any revocation of a power
of attorney.
Documents for the Annual General Meeting
Pursuant to Section 108 (3) and (4) of the Stock Corporation Act, the
following documents will be available on the company’s website
at [16]www.wienerberger.com registered in the commercial register not
later than on Tuesday, April 12, 2022:
• Information concerning the organizational and technical requirements
for participating in the virtual Annual General Meeting pursuant to
Section 3 (3) in conjunction with Section 2 (4) of the COVID-19
Ordinance
• The documents referred to in item 1 of the agenda
• Proposed resolutions on items 2 – 9 of the agenda
• 2021 remuneration report
• Statements by the candidates in respect of item 6 („Elections to the
Supervisory Board“) pursuant to Section 87 (2) of the Stock
Corporation Act, including CVs
• Report by the Managing Board on items 8 – 9 of the agenda
• Forms for granting and revoking a power of attorney issued to the
special proxies pursuant to Section 3 (4) of the COVID-19 Ordinance
• Form of questions
• All other publications made by the company in relation to this Annual
General Meeting
Record date and participation in the Annual General Meeting
Eligibility to participate in the Annual General Meeting and to exercise
voting rights and other shareholder rights to be asserted at the Annual
General Meeting subject to the COVID-19 Ordinance is based on the shares
held on Saturday, April 23, 2022, midnight Vienna time (Record Date).
Subject to the COVID-19 Act and the COVID-19 Ordinance, a person may
participate and exercise shareholder rights in this virtual Annual General
Meeting only if the person is a shareholder on the Record Date and submits
related documentary evidence to the company.
A depository confirmation as defined in Section 10a of the Stock
Corporation Act and/or Section 18 of the Articles of Association
constitutes sufficient proof of the shares held on the Record Date and
must be received by the company not later than on Thursday, April 28,
2022, midnight Vienna time, exclusively by one of the following means of
communication:
By mail or courier:
Wienerberger AG
c/o HV-Veranstaltungsservice GmbH
Köppel 60, 8242 St. Lorenzen/Wechsel
By SWIFT:
GIBAATWGGMS – Message Type MT598 and/or Type 599;
please indicate ISIN AT0000831706 in the text
By e-mail:
[17]anmeldung.wienerberger@hauptversammlung.at
(depository confirmation as PDF-attachment)
By facsimile: +43 (0)1 8900 500 53
Please note that no special proxy can be validly appointed and
shareholders cannot validly exercise their rights to obtain information,
unless the depository confirmation is received in due time.
Depository confirmation pursuant to Section 10a of the Stock Corporation
Act
The depository confirmation must be issued by the custodian bank having
its registered office in a member state of the European Economic Area or
in a full member state of the OECD and must include the following
information:
1. Information on the issuer: name/company name and address or a code
commonly used in transactions between banks (SWIFT code);
2. Information on the shareholder: name/company name, address, date of
birth of natural persons; register and registration number of legal
entities, if applicable;
3. Securities account number or other designation;
4. Information on the shares: number of shares (ISIN AT0000831706) held by
the shareholder;
5. Date to which the depository confirmation is related.
The depository confirmation which is to prove a shareholder’s holding must
relate to the above Record Date (Saturday, April 23, 2022, midnight Vienna
time).
The depository confirmation must be provided in German or English.
Provision of the depository confirmation is deemed registration for the
Annual General Meeting. The Record Date does not affect the alienability
of shares or the entitlement to receive dividends.
Shareholders‘ rights under Sections 109, 110, 118 and 119 of the Stock
Corporation Act
Shareholders who collectively hold 5% of the share capital and have held
such shares for at least three months prior to filing their motion can
request the inclusion and announcement of additional items on the
agenda of this Annual General Meeting, provided that such request is
received by the company in writing (and signed by all shareholders filing
the motion) not later than on Tuesday, April 12, 2022, midnight Vienna
time, exclusively at the following address: Wienerberger AG, Corporate
Legal Services, Attn.: Dr. Karl Wagner, Wienerbergerplatz 1, 1100 Vienna.
Every item on the agenda so requested must be accompanied by a proposed
resolution, including reasons. To prove a shareholder’s capacity, it
suffices to submit a depository confirmation as described in Section 10a
of the Stock Corporation Act which states that the shareholders filing the
motion have held their shares for at least three months before the motion
is filed and may not be older than seven days when received by the
company. For further requirements concerning the depository confirmation,
please refer to the section concerning the right to participate in the
Annual General Meeting.
Shareholders who collectively hold at least 1% of the share capital can
submit proposed resolutions, including reasons, in respect of every item
on the agenda and request that these proposals, including reasons, and a
statement, if any, by the Managing Board or the Supervisory Board be
published on the company’s website, provided that such request is received
by the company in writing not later than on Friday, April 22, 2022,
midnight Vienna time, either by facsimile at +43 (0)1 8900 500 53 or by
mail at Wienerberger AG, Corporate Legal Services, Attn.: Dr. Karl Wagner,
Wienerbergerplatz 1, 1100 Vienna. Any proposal for the election of a
member of the Supervisory Board must include the professional
qualifications of the person nominated, his/her professional or comparable
functions as well as all circumstances that could give rise to concern
over bias. To prove a shareholder’s holding in order to exercise this
shareholder right, it suffices to submit a depository confirmation as
described in Section 10a of the Stock Corporation Act which may not be
older than seven days when provided to the company. Multiple depository
confirmations of shares which only together represent the 1% threshold
must refer to the same point in time (date, time). For further
requirements concerning the depository confirmation, please refer to the
section concerning the right to participate in the Annual General Meeting.
Subject to the COVID-19 Ordinance, at the virtual Annual General Meeting
every shareholder may file motions in respect of every item on the agenda
(with the exception of elections to the Supervisory Board) through his/her
special proxy, such motions not requiring prior announcement (Section 119
Stock Corporation Act).
As regards item 6 „Elections to the Supervisory Board“ and a related
proposal, if any, by shareholders pursuant to Section 110 of the Stock
Corporation Act, the company provides the following information and asks
to consider the related comments by the Supervisory Board in the proposed
resolutions:
Given the current number of members of the Supervisory Board, at least
three members must be men and at least three members must be women to
comply with the minimum share of men and women under Section 86 (7) of the
Stock Corporation Act.
The Supervisory Board of Wienerberger AG currently consists of seven
members elected by the Annual General Meeting (capital representatives)
and three members delegated by the Works Council pursuant to Section 110
of the Austrian Labor Relations Act. Four of the seven capital
representatives are men and three are women; two of the three employee
representatives are men and one is a woman. The Supervisory Board
therefore currently consists of six men and four women and thus complies
with the minimum share of men and women under Section 86 (7) of the Stock
Corporation Act.
Please note that neither the majority of capital representatives nor the
majority of employee representatives have raised an objection pursuant to
Section 86 (9) of the Stock Corporation Act, which means that the minimum
share of men and women required under Section 86 (7) of the Stock
Corporation Act is met not separately, but collectively by the entire
Supervisory Board.
If in respect of item 6 „Elections to the Supervisory Board“ the number of
Supervisory Board members is increased within the scope of the Articles of
Association, any proposal made by shareholders must take into account
Section 86 (7) of the Stock Corporation Act and/or the aforementioned
minimum share of men and women.
Section 118 of the Stock Corporation Act provides that upon request, every
shareholder must be provided with information concerning the company’s
affairs at the Annual General Meeting, where such information is necessary
to properly evaluate an item on the agenda. Such right to receive
information also covers the company’s legal and business relations to an
affiliated company as well as the state of affairs of the group and the
companies included in the consolidated financial statements.
Any details on how to exercise the right to receive information are set
out in the document ‚Information concerning the organizational and
technical requirements for participating in the virtual Annual General
Meeting‘, which document will be available at [18]www.wienerberger.com not
later than on April 12, 2022.
Additional information concerning the rights of shareholders under
Sections 109, 110, 118 and 119 of the Stock Corporation Act is now
available on the company’s website at [19]www.wienerberger.com.
Privacy information for shareholders
For purposes of the Annual General Meeting, Wienerberger AG processes the
personal data of shareholders (including, but not limited to, data
pursuant to Section 10a (2) of the Stock Corporation Act, i.e. name;
address; date of birth; number of the securities account; number of shares
held by the shareholder; type of shares, where applicable; number of the
voting card and; where applicable, name and date of birth of the
attorney(s)-in-fact) on the basis of applicable data protection
provisions, including, but not limited to, the European General Data
Protection Regulation (GDPR) and the Austrian Data Protection Act [DSG],
in order to enable shareholders to exercise their rights at the Annual
General Meeting. You cannot register for the Annual General Meeting
without disclosing your personal data.
Pursuant to Section 104 (1) of the Stock Corporation Act, Wienerberger AG
is obliged by law to convene an ordinary General Meeting once a year. To
comply with this legal obligation, the processing of personal data of
shareholders is indispensable for shareholders and their proxyholders to
participate in the Annual General Meeting. Article 6 (1) c) of the GDPR,
according to which processing is lawful if necessary for compliance with a
legal obligation to which the controller is subject, constitutes the legal
basis for processing personal data.
Wienerberger AG is the controller responsible for processing personal
data. For the purpose of organizing the Annual General Meeting,
Wienerberger AG uses the services of external service providers, such as
notaries public, lawyers, banks and IT service providers. These receive
from Wienerberger AG only such personal data as required for performing
the contractually agreed services and process such data exclusively in
accordance with instructions received from Wienerberger AG. Where required
by law, Wienerberger AG has concluded data privacy agreements with these
service providers. Personal data is not disclosed to third parties for any
other purpose.
If a shareholder participates in the Annual General Meeting, the special
proxies present, the members of the Managing Board and the Supervisory
Board, the notary public and all other people having a statutory right to
participate in the Annual General Meeting may view the legally required
list of participants (Section 117 Stock Corporation Act) and thus also the
personal data mentioned therein (such as name, place of residence,
shareholding). Moreover, Wienerberger AG is obliged by law to file with
the commercial register personal shareholder data (in particular the list
of participants) as part of the minutes prepared by the notary public
(Section 120 Stock Corporation Act).
The aforementioned data is erased two years after the end of the Annual
General Meeting, unless further processing of the data is necessary on a
case-by-case basis to process motions, decisions or legal proceedings
relating to the Annual General Meeting. On request, you have the right to
request free access to your personal data stored by us. Moreover, you have
the right to request rectification of inaccurate data, the right to
request restriction of processing of data processed in excess of what is
required, and the right to request erasure of personal data unlawfully
processed and/or stored for too long a period of time (unless preservation
of the data is required by law or other reasons under Art. 17 (3) GDPR
apply). Moreover, you have the right to receive all data provided to us in
a commonly used data format (right to data portability). To exercise your
rights, all you need to do is send an email
to [20]datenschutz@wienerberger.com. Moreover, you have the right to lodge
a complaint with a data protection supervisory authority.
For further information on data protection, please refer to our Privacy
Policy on the website of Wienerberger AG at [21]www.wienerberger.com.
Total number of shares and voting rights
On the date the 153^rd Annual General Meeting was called, the company’s
share capital amounted to EUR 115,187,982 and was divided into 115,187,982
no-par value bearer shares. Each share grants one vote. The company and
its subsidiaries hold 977,017 treasury shares as of the cut-off date,
Monday, March 28, 2022. Another 200,000 purchased treasury shares have not
yet been added to the securities account of Wienerberger AG as of the
cut-off date, Monday, March 28, 2022. No rights accrue to the company from
treasury shares. The total number of shares entitled to participate and to
vote (excluding the 200,000 purchased treasury shares not yet added to the
securities account as of the above date) is 114,010,965. The number of
treasury shares and thus the total number of shares entitled to
participate and to vote may change until the date of the Annual General
Meeting, in particular in light of the company’s current share repurchase
program. The company will give notice of any such change pursuant to
Section 120 (2) No 1 of the Austrian Stock Exchange Act.
We would like to again point out and ask for your understanding that since
the Annual General Meeting is held as a virtual meeting and in view of the
associated legal basis (COVID-19 Act and COVID-19 Ordinance, as amended),
neither shareholders nor any guests may attend the Annual General Meeting
in person.
Vienna, April 2022
The Managing Board
Disclaimer
This is a working translation from the German language version and for
convenience purposes only. In the event of conflict with the German
language version, the German language version shall prevail.
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01.04.2022
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Language: English
Company: Wienerberger AG
Wienerbergerplatz 1
1100 Wien
Austria
Phone: +43 1 60 192-0
Fax: +43 1 60 192-10159
E-mail: office@wienerberger.com
Internet: www.wienerberger.com
ISIN: AT0000831706
Listed: Vienna Stock Exchange (Official Market)
End of News EQS News Service
1318593 01.04.2022
References
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6. beckermann.wienerberger@hauptversammlung.at
7. oberhammer.wienerberger@hauptversammlung.at
8. fussenegger.wienerberger@hauptversammlung.at
9. weigand.wienerberger@hauptversammlung.at
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11. beckermann.wienerberger@hauptversammlung.at
12. oberhammer.wienerberger@hauptversammlung.at
13. fussenegger.wienerberger@hauptversammlung.at
14. weigand.wienerberger@hauptversammlung.at
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17. anmeldung.wienerberger@hauptversammlung.at
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20. datenschutz@wienerberger.com
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