Resolutions of the 66th Annual Shareholder Meeting
The 66th Annual Shareholder Meeting of the COMET Group approved all of the Board of Directors' proposals, with one exception. The authorized capital was not renewed. The detailed resolutions are as follows.
The Annual Shareholder Meeting approved the annual report and the annual financial statements for 2014. Total retained earnings of CHF 55.9 million were carried forward to the new account. The proposal by the Board of Directors for the transfer of paid-in capital and the payment of CHF 11.00 per registered share from the distributable paid-in capital reserve was approved. Shareholders will receive the payment on April 28, 2015. Furthermore, the shareholders granted the Board of Directors and the Executive Board discharge for 2014.
The members of the Board of Directors standing for re-election, Hans Hess, Hans Leonz Notter, Lucas A. Grolimund, Rolf Huber and Prof. Dr. Gian-Luca Bona, once again received a vote of confidence and were subsequently re-elected for a term of office of one year until the Annual Shareholder Meeting in 2016. Hans Hess – Chairman of the Board of Directors since 2007 – was confirmed in office. Shareholders also confirmed Rolf Huber and Hans Leonz Notter as members of the Nomination & Compensation Committee. Ernst & Young AG was elected as the auditor for the financial year 2015, and Patrick Glauser, Fiduria AG, Berne, was elected as independent proxy up to and including the 2016 Annual Shareholder Meeting.
The Annual Shareholder Meeting also approved the amendments to the Articles of Association, which were implemented in view of the Ordinance Against Excessive Compensation at Listed Companies (OAEC), compensation-related provisions and the general revision of the Articles of Association.
The motion to renew the authorized capital was rejected. The COMET Group accordingly has no authorized capital at present.
Finally, shareholders approved the compensation to the Board of Directors for the forthcoming term of office, the fixed compensation to the Executive Board for the financial year 2016 as well as the variable compensation to the Executive Board for 2014.
The next Annual Shareholder Meeting of COMET Holding AG will be held on April 21, 2016, in Berne.