-1 of 2-June 10, 2015 07:31:00 UTC DJ PTA-HV: AT & S Austria Technologie & amp; . Systemtechnik AG: Convening of the 21st Annual General Meeting
Annual General Meeting pursuant to § 107 para 3 AktG
Leoben (pta010 / 10.06.2015 / 09: 31) – Convening of the 21st Annual General Meeting the AT & amp; S Austria Technologie & amp; Systemtechnik Aktiengesellschaft on Thursday, July 9, 2015, at 10.00 clock in the University of Leoben Archduke Johann tract Archduke Johann Auditorium Ignaz-Buchmüller-Platz 4 8700 Leoben
The meeting will be broadcast to the public on the Internet at www.ats.net. The recording will be available afterwards.
agenda
. 1 Report of the Board; Presentation of the adopted annual financial statements, the Management Report and the Corporate Governance Report and the consolidated financial statements and group management report for the financial year from 1 April 2014 to 31 March 2015 (2014/15) with the report of the Supervisory Board for the fiscal year from April 1, 2014 to 31 March 2015 (2014/15) as well as the proposal for the appropriation of profits.
. 2 Resolution on the use of appropriations entered in the annual financial statements 2014/15 earnings.
. 3 Resolution on the discharge of the members of the Executive Board for fiscal year 2014/15.
. 4 Resolution on the discharge of the members of the Supervisory Board for fiscal year 2014/15.
. 5 Resolution on the remuneration of the members of the Supervisory Board for fiscal year 2014/15.
. 6 Report of the Board on the acquisition and use of treasury shares pursuant to § 65 para 3 AktG.
. 7 Elections to the Supervisory Board.
. 8 Election of the auditor and group auditor for the business year 2015/16.
. 9 Resolution on the authorization of the Management Board to acquire own shares pursuant to § 65 Paragraph 1 No. 8 AktG and to the withdrawal of shares and the authorization of the Supervisory Board on amendments to the Articles of Association required by the withdrawal of shares and cancellation of the relevant resolution of the Annual General Meeting of 4 July 2013..
10th Resolution on the authorization of the Executive Board on the use and sale of treasury shares in other ways than via the stock exchange or through a public offer for any legal purpose, to the exclusion of the subscription right of shareholders (subscription rights), as well as revocation of the relevant resolution of the Annual General Meeting 4 July 2013.
Annual General Meeting Documentation
In preparation for the Annual General Meeting are available to our shareholders at the latest from 18 June 2015, the following documents are available:
* annual financial statements and management report, * corporate governance report, * consolidated financial statements and group management report, * Report of the Supervisory Board pursuant to § 96 AktG, * Report of the Executive Board pursuant to § 65 para 3 AktG, each for the business year 2014/15, * the common resolutions proposed by the Management Board and the Supervisory Board on the agenda items 2, 3, 4, 5, 9 and 10, including a proposal for the appropriation of profits, * the resolutions proposed by the Supervisory Board on agenda items 7 and 8, and the statements in accordance with § 87 para 2 AktG of persons nominated for election to the Supervisory Board concerning their professional qualifications, professional or comparable functions and that no circumstances exist that could give rise to concern over bias, * Report of the Executive Board pursuant to § 65 para 1b AktG in conjunction with §§ 170 para 2 and 153 para 4 AktG.
Every shareholder is entitled, in the business premises at the registered office of the Company in the Fabriksgasse 13, 8700 Leoben-Hinterberg, Austria, the business hours to take while access to those documents. In addition to the annual and consolidated financial statements, including their annexes, published in the “Amtsblatt zur Wiener Zeitung”.
The listed documents, the full text of this invitation and the forms for granting and revoking a power of attorney and all other publications of the Company in connection with this shareholders’ meeting are not later than 18th June 2015 also (gt heading Investors &; AGM) on the Company’s website under www.ats.net freely available and carried out their publications, as required by law, electronically in accordance with § 82 para 9 Austrian Stock Exchange Act.
the participation of shareholders at the Annual General Meeting
The right to attend the General Meeting and exercise their voting rights and other shareholder rights at the General Meeting must be submitted, based on the share ownership on the record date, which is June 29, 2015, 24:00 clock CET / CEST (Vienna local time).
In order to attend the General Meeting is limited to persons who are shareholders on the record date and provide evidence of the company.
Deposited bearer shares
The proof of share ownership to the specified time is done by a confirmation of the bank where the shareholder has deposited his (certificate of deposit), provided that it involves a financial institution domiciled in a member state of the EEA or OECD. Shareholders whose custodian does not meet these criteria are requested to contact with the company in connection.
The deposit certificate must under the statutory provisions (§ 10a AktG) to be issued in German or English and contain the following information:
>. 1 Details of the issuing bank: Name (company) and address; 2. Information on the shareholder: Name (company) and address, date of birth for natural persons, register and register number for legal entities; 3. deposit number; otherwise, other designation; 4. Information on the shares: number of shares and their designation or ISIN; 5. Express declaration that the confirmation relates to the deposit holding on June 29, 2015 24:00 clock CET / CEST (Vienna local time).
deposit certificates must be submitted exclusively to one of the following ways with the Company no later than July 6, 2015 at 24:00 clock CET / CEST (Vienna local time):
– by mail, courier or in person to: AT & S Austria Technologie & amp; Systemtechnik Aktiengesellschaft, Attn: Frau Elke Koch, Fabriksgasse 13, 8700 Leoben-Hinterberg, Austria. – As editable document format (PDF) in electronic form to e-mail: anmeldung.ats@hauptversammlung.at; – By fax to + 43-1-8900 500 87; – Per SWIFT: GIBAATWGGMS – Message Type MT598; please make sure ISIN AT0000969985 specify in the text.
Transmission of the deposit confirmation to the Company shall also constitute the shareholder’s registration to attend the General Meeting.
The banks are requested, collected deposit confirmations where possible (in list form) to transmit. Shareholders will not be blocked by registering for the Annual General Meeting or by submitting a deposit confirmation; Shareholders may continue to freely dispose of their shares after registration or transmission of a deposit certificate.
Representation of shareholders at the Annual General Meeting
Every shareholder who is entitled to attend the Annual General Meeting, the right to a natural or legal person has the to appoint representatives. The representative participates on behalf of the shareholder at the Annual General Meeting and has the same rights as the shareholder whom he represents. Each proxy must designate the name / representatives. The shareholder is not limited in the number of individuals who he appointed as representatives, and in their choices, but the company itself or a member of the Management Board or the Supervisory Board may only exercise the right to vote as the representative if the shareholder express instructions regarding the has granted individual agenda items.
A shareholder may grant its custodian bank in consultation with this power of attorney. In this case, it is sufficient if the credit institution in addition to the deposit certificate in an approved way (see above) to the Company making the declaration that it has been granted power of attorney; the proxy itself need not be submitted to the company in this case.
A proxy may be revoked by the shareholder. The withdrawal will not take effect until it has been received by the Company.
Declarations concerning the granting and revocation of proxies may the Company exclusively to one of the following ways no later than July 8, 2015, 16:00 clock CET / CEST (Local Time Vienna ) be submitted in written form: <- sh_cad_28 ->
– by mail, courier or in person to: AT & S Austria Technologie & amp; Systemtechnik Aktiengesellschaft, Attn: Frau Elke Koch, Fabriksgasse 13, 8700 Leoben-Hinterberg, Austria. – As editable document format (PDF) in electronic form to e-mail: anmeldung.ats@hauptversammlung.at; – By fax to + 43-1-8900 500 87; – Per SWIFT: GIBAATWGGMS – Message Type MT598; please make sure ISIN AT0000969985 specify in the text.
On the day of the Annual General Meeting the transmission is exclusively in person by presenting it at registration for the General Meeting at the venue allowed.
As a special service and in accordance with our corporate governance is the (MORE TO FOLLOW) Dow Jones Newswires
June 10 2015 03:31 ET (07:31 GMT) – – 03 31 AM EDT 06-10-15
-2 of 2- June 10 2015 07:31:00 UTC DJ PTA HV: AT & S Austria Technologie & amp; -2 –
shareholders Michael Knap from the Investors’ Association, IVA, Feldmühlgasse 22, 1130 Vienna, Austria, as an independent proxy for exercise of voting rights in the Annual General Meeting. If you are interested, there is a possibility of direct contact at tel. + 43-1-8763343-30, Fax + 43-1-8763343-39 or email michael.knap@iva.or.at. The proxy will attend the General Meeting and weisungen.ats@hauptversammlung.at contactable during the Annual General Meeting via the e-mail address to appear. The costs of proxy voting are of the AT & amp; S Austria Technologie & amp; Systemtechnik Aktiengesellschaft worn. All other costs, in particular individual bank charges for the custody receipt or postal charges, the shareholder has to bear.
The shareholder must request a deposit confirmation with its custodian. On this deposit confirmation (or on a separate sheet), Dr. Michael Knap is writing to authorize the representation. The deposit confirmation and a written proxy is then to be sent by the shareholder to Dr. Knap, c / o IVA, Feldmühlgasse 22, 1130 Vienna,. As the deposit confirmation and original power of attorney must be received prior to the meeting at the IVA in time, we ask the postal delivery durations considered.
The shareholder must provide Dr. Knap instructions as to how he (or a sub-proxy authorized by Dr. Knap) should exercise the voting right. Dr. Michael Knap exercises the voting right exclusively on the basis of the instructions given by the shareholder. Without express instructions the proxy is invalid. Should take place on an agenda item a single vote, a connection therewith shall apply mutatis mutandis to transfer each sub-item. Please note that the proxy holder receives no-instructions to speak, lodge appeals against Annual General Meeting resolutions, ask questions or propose motions.
The applications are due for approval (section Investors & gt; AGM) of the Company’s web site at www.ats.net published as soon as it has knowledge of them.
We recommend that you use for the grant or revocation of a proxy, the form, the (Category Investors & gt; AGM) on the Internet at www.ats.net available ,
shareholders holding
shareholders’ rights in connection with the General Meeting individually or together, at least three months shares amounting to at least 5% of share capital may request in writing that additional items be placed on the agenda of the general meeting and announced no later than June 18, 2015 (receipt). For each agenda item a draft resolution and a justification must be presented.
Shareholders who individually or collectively representing at least 1% of the share capital, may submit proposals for resolutions in writing by 30 June 2015 each agenda item, a justification join, and require that these proposals are made available together with the names of the shareholders and the grounds on the company’s website. For the elections to the Supervisory Board (agenda item 7), note the following: When a proposal for the election of a Supervisory Board member shall replace the justification statement of the proposed person pursuant to § 87 para 2 AktG. In the election of Supervisory Board members, the General Meeting shall observe the criteria set out in § 87 para 2 AktG; in particular, the professional and personal qualifications of members, the professionally balanced composition of the supervisory board, aspects of diversity and the internationality and the professional conduct.
For more information about these rights, especially as applications can be sent directly to the company and as proof of each requisite share ownership is to be furnished, are now available on the Internet at www. ats.net (under Investors & gt; AGM) accessible.
For each agenda item, each shareholder also submit proposals in the General Meeting which do not require prior notice. The prerequisite for this is the proof of eligibility. A shareholder proposal to elect a supervisory board member is mandatory the submission of a proposed resolution in accordance with § 110 AktG, together with a declaration in accordance with § 87 para 2 AktG (see above) operating systems.
Each shareholder shall be in accordance with § 118 AktG on requested by the shareholder information about the company’s affairs, insofar as it is necessary for the proper assessment of agenda items. The duty to provide information also extends to the legal and business relationships of the Company with affiliated companies and the situation of the Group and of the companies included in the consolidated financial statements. The information must comply with the principles of conscientious and accurate accounting. Information may be refused if (i) it is based on reasonable commercial judgment, the Company or an affiliated company could cause significant harm, or (ii) the provision of such information would constitute an offense, or (iii) registered in the in the commercial register website of the company has been continuously available in the form of question and answer for at least seven days prior to the Annual General Meeting.
Total number of shares and voting rights
In accordance with § 83 para 2 item 1 Austrian Stock Exchange Act we announce that the company has issued 38,850,000 bearer unit shares has and each share carries one vote. The company holds no treasury shares at the time of convening the general meeting. Therefore, the total number of voting rights amounts to 38,850,000 at the date of convening the general meeting.
Access to the General Meeting
In order to enable the smooth registration procedures are asked shareholders to take residence in good time before the Annual General Meeting. Admission for the collection of voting cards is done at 09:00 clock.
The shareholders or their proxies are advised that for identity verification at the entrance to the General Meeting an official photo identification (driver’s license, passport, identity card) must be presented.
The General Meeting is the key governing body of a public limited company because it is the forum for the owners of the company – is – the shareholders. We ask for your understanding that we can not make an event for guests from a shareholders’ meeting, so we appreciate such an interest, and that participation as a guest by invitation only, as agreed in advance on tel. +43 3842 200 5925 is possible.
Leoben-Hinterberg, June 10, 2015
The Board
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Released by: AT & S Austria Technologie & amp; Systemtechnik AG Address: Fabriksgasse 13, 8700 Leoben Country: Austria Contact person: Elke Koch Tel .: +43 200 3842 5925 Email: e.koch@ats.net site: www.ats.net <- sh_cad_46 ->
ISIN (s): AT0000969985 (share) stock exchanges: official trade in Vienna
Source: http://adhoc.pressetext.com/news/1433921460739 <- sh_cad_47 ->
& amp; copy; Press news agency filings and Financial News transmitted by pressetext.adhoc. Archive: http://adhoc.pressetext.com. For the content of this announcement is solely responsible. Contact for inquiries: adhoc@pressetext.com or + 43-1-81140-300.
(END) Dow Jones Newswires
June 10, 2015 03:31 ET (07:31 GMT) – – 03 31 06- AM EDT 10-15
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