Press Release

Thun 2 May 2019

 

 

Meyer Burger Technology Ltd – Ordinary General Meeting of Shareholders 2019

 

 

At the ordinary General Meeting of Shareholders of Meyer Burger Technology Ltd (SIX Swiss Exchange MBTN) held on 2 May 2019, 229,595,864 registered shares were represented, corresponding to approximately 33.5% of the share capital registered in the commercial register. 262 shareholders personally attended the General Meeting. These shareholders and third parties represented 66,623,008 voting rights. The independent proxy represented 162,972,856 registered shares.

 

The General Meeting of Shareholders approved the management report, the annual financial statements and the consolidated financial statements 2018. The remuneration report 2018 was also approved in a consultative vote.

 

The General Meeting of Shareholders followed the proposal by the Board of Directors to carry forward the balance sheet loss and granted the members of the Board of Directors and of the Management release („Entlastung“) for the business year 2018.

 

Dr Remo Lütolf (including election as Chairman of the Board of Directors) and Andreas R. Herzog were elected as new members of the Board of Directors. The present members of the Board of Directors Dr Franz Richter and Hans-Michael Hauser were re-elected. Hans-Michael Hauser and Andreas R. Herzog were elected as members of the Nomination & Compensation Committee.

 

PricewaterhouseCoopers AG, Bern, was re-elected as auditors and Mr lic. iur. André Weber was re-elected as the independent proxy holder for another year.

 

The General Meeting of Shareholders approved the total maximum amounts of remuneration for the Board of Directors and for the Management (Executive Board) for the business year 2020.

 

In addition, the General Meeting of Shareholders voted in favour of the agenda item regarding modification and amendment of the existing authorised capital and approved the respective amendment of the Articles of Association.

 

The shareholder proposals (Sentis Capital PCC) regarding the cancellation of Art. 3a of the Articles of Association (cancellation of the authorised capital); amendment of Art. 8 of the Articles of Association (right of shareholders to convene a General Meeting of Shareholders); amendment of Art. 35 of the Articles of Association (term of office of the auditors) were declined by the General Meeting as proposed / recommended by the Board of Directors.

 

The shareholder proposal (Sentis Capital PCC) regarding amendment of Art. 10 of the Articles of Association (announcement of the Annual Report) was approved by the General Meeting against the proposal / recommendation of the Board of Directors.

 

The shareholder proposals (Sentis Capital PCC) regarding amendment of Art. 10 of the Articles of Association (Shareholders‘ right to place items on the agenda) and amendment of Art. 28 of the Articles of Association (mandates outside the MBT) were approved by the General Meeting, as also proposed / recommended by the Board of Directors.

 

A further shareholder proposal submitted to the General Meeting, the election of Urs M. Fähndrich as member of the Board of Directors, was declined by the General Meeting as recommended / proposed by the Board of Directors.

 

Contacts:

Ingrid Carstensen

Head of Corporate Communications

Phone: +41 (0)33 221 28 34

ingrid.carstensen@meyerburger.com

 

Stefan Diepenbrock

Senior Corporate Communications Manager

Phone: +41 (0)33 221 27 85

stefan.diepenbrock@meyerburger.com

 

 

THIS PRESS RELEASE IS NOT BEING ISSUED IN THE UNITED STATES OF AMERICA AND SHOULD NOT BE DISTRIBUTED TO U.S. PERSONS OR PUBLICATIONS WITH A GENERAL CIRCULATION IN THE UNITED STATES. THIS PRESS RELEASE DOES NOT CONSTITUTE AN OFFER OR INVITATION TO SUBSCRIBE FOR, EXCHANGE OR PURCHASE ANY SECURITIES. IN ADDITION, THE SECURITIES OF MEYER BURGER TECHNOLOGY LTD HAVE NOT BEEN AND WILL NOT BE REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE SECURITIES LAWS AND MAY NOT BE OFFERED, SOLD OR DELIVERED WITHIN THE UNITED STATES OR TO U.S. PERSONS ABSENT REGISTRATION UNDER OR AN APPLICABLE EXEMPTION FROM THE REGISTRATION REQUIREMENTS OF THE UNITED STATES SECURITIES LAWS.

 

This press release may contain “forward-looking statements”, such as guidance, expectations, plans, intentions, or strategies regarding the future. These forward-looking statements are subject to risks and uncertainties. The reader is cautioned that actual future results may differ from those expressed in or implied by the statements, which constitute projections of possible developments. All forward-looking statements included in this press release are based on data available to Meyer Burger Technology Ltd as of the date that this press release is published. The company does not undertake any obligation to update any forward-looking statements contained in this press release as a result of new information, future events or otherwise.