EANS-General Meeting: Flughafen Wien AG
Invitation to the General Meeting
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General meeting information transmitted by euro adhoc. The issuer is
responsible for the content of this announcement.
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Flughafen Wien Aktiengesellschaft
Schwechat, FN 42984 m
ISIN AT0000911805
Invitation
to the 27th Annual General Meeting
We hereby invite our shareholders to the 27th Annual General Meeting of
Flughafen
Wien Aktiengesellschaft which will be held on
Wednesday, May 6, 2015 at 10 a.m.
in the Multiversum Schwechat,
Möhringgasse 2-4.
2320 Schwechat
Agenda
1. Presentation of the annual financial statements and management report, the
corporate governance report, the consolidated financial statements, the
Group management report, the resolution on the appropriation of the net
profit and the report of the Supervisory Board on the 2014 financial year
2. Resolution on the appropriation of the net profit
3. Resolution on the discharge of the members of the Management Board for the
2014 financial year
4. Resolution on the discharge of the members of the Supervisory Board for the
2014 financial year
5. Resolution on the remuneration of the members of the Supervisory Board
6. Election of the auditor for the annual financial statements and
consolidated financial statements for the 2015 financial year
DOCUMENTS FOR THE ANNUAL GENERAL MEETING
The following documents will be available on the Website of the Company at
www.viennaairport.com no later than April 15, 2015:
* Annual financial statements and management report,
* Corporate governance report,
* Consolidated financial statements and Group management report,
* Proposal for the appropriation of the net profit,
* Report of the Supervisory Board for the 2014 financial year
* Proposals for resolutions on points 2-6 of the agenda,
* Proxy authorization form,
* Form for granting a proxy to an IVA representative,
* Revocation of proxy form,
* Complete text of this invitation to the Annual General Meeting.
INFORMATION ON THE RIGHTS OF SHAREHOLDERS AS DEFINED BY
SECTIONS 109, 110, 118 AND 119 OF THE AUSTRIAN STOCK CORPORATION ACT (AktG)
The right of shareholders to put additional items on the agenda
Shareholders whose total shareholding equals5% or more of the Company's share
capitaland who have held these shares for at least three months prior to the
filing of their proposal can request in writing thatadditional items be put on
the agendaof this Annual General Meeting, if this request is submitted to the
Company in writing no later thanApril 15, 2015at the address Flughafen Wien AG,
Mr. Wolfgang Köberl, General Secretariat, P.O. Box 1, 1300 Wien-Flughafen. Each
item submitted for the agenda in this manner must include a proposed resolution
together with a statement explaining the reasons for such a proposal. Proof of
the status as a shareholder must be provided by depository confirmation as
stipulated in Section 10a AktG. This confirmation must verify that the
shareholder(s) filing the motion has (have) held these shares for at least three
months prior to the proposal and may not be older than seven days when it is
submitted to the Company. Further requirements for depository confirmation are
listed under the section on the right to participate in the Annual General
Meeting.
The right of shareholders to propose resolutions on items of the agenda
Shareholders whose total shareholding equals1% or more of the Company's share
capitalcan submit writtenproposals for resolutionsincluding a statement
explaining the reasons for any item on the agenda of this Annual General Meeting
and require that these proposals, together with the statement explaining the
reasons and any statement by the Management Board or Supervisory Board, be
published on the Company's Website, if this request is submitted to the Company
in writing no later thanApril 24, 2015
either by fax at +43(0)1-7007/23622 or per mail at the address Flughafen Wien
AG, Mr. Wolfgang Köberl, General Secretariat, 1300 Wien-Flughafen or per e-mail
at fwag-hauptversammlung@viennaairport.com,whereby in this case the written
request must be attached to the e-mail, e.g. as a PDF file. Proof of the status
as a shareholder must be provided by depository confirmation as stipulated in
Section 10a AktG provided that this confirmation is not more than seven days old
when it is submitted to the Company. Further requirements for depository
confirmation are listed under the section on the right to participate in the
Annual General Meeting.
The right of shareholders to receive Information
On request, every shareholder must be provided with information concerning the
business matters of the Company at the Annual General Meeting, if this
information is necessary to enable the shareholder to properly evaluate any item
on the agenda.
This request for information may be refused if by the Company, according to
sound business judgment, it could result in significant damage to the Company or
a subsidiary, or if the provision of this information would comprise a criminal
offense punishable under law.
In order to ensure the efficient handling of issues, inquiries whose responses
require lengthy preparation should be submitted in writing to the Management
Board on a timely basis prior to the Annual General Meeting. These inquiries may
be submitted to the Company by mail at 1300 Wien-Flughafen or by e-mail to
fwag-hauptversammlung@viennaairport.com
The right of shareholders to propose motions at the Annual General Meeting
Every shareholder is entitled to bring forward a motion on any item of the
agenda at the
Annual General Meeting, independent of the number of shares held. This right to
bring forward a motion is contingent upon the right to participate in the Annual
General Meeting as defined in this invitation.
Information on the Website
Additional information on the shareholder rights stipulated in Sections 109,
110, 118 and 119 AktG is now available on the Company's Website
atwww.viennaairport.com
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 that apply to the Annual General Meeting are
based on the shareholding at the end of day onApril 26, 2015 (record date to
provide proof of shareholding).
A person is only eligible to participate in the Annual General Meeting, if he/
she is a shareholder on this record date and is able to supply sufficient proof
of this status to the Company.
Proof of the shareholding must be provided by depository confirmation as
stipulated in
Section 10a AktG. This confirmation must be sent to the Company no later
thanApril 30, 2014exclusively at one of the following addresses:
By mail or Flughafen Wien Aktiengesellschaft
messenger: Investor Relations
Attn.: Mr. Mario Santi
1300 Flughafen-Wien
By fax: +43 (1) 8900 500 - 50
By e-mail anmeldung.flughafenwien@hauptversammlung.at,whereby the
written depository confirmation must be attached to the e-mail, e.g. as a PDF
file.
By SWIFT GIBAATWGGMS (message type MT598, the text must include
ISIN AT0000911805)
Depositary confirmation pursuant to Section 10a AktG
The depository confirmation must be issued by a depository institution which
maintains its registered offices in a member state of the European Economic Area
or in a full member state of the OECD, and must include the following
information:
* Information on the issuer: name/Company and address or a code commonly used in
business transactions between financial institutions (BIC)
* Information on the shareholder: name/Company, address, date of birth for
natural persons, register and registration number for legal person
* Information on the shares: number of shares held by the shareholder,
* ISIN AT0000911805,
* Depository number or other designation,
* Period covered by the depository confirmation.
The depository confirmation to verify the shareholding as the basis for
participation in the Annual General Meeting must relate to the above-mentioned
record date for the proof of shareholding, i.e.April 26, 2015.
Depository confirmations may be submitted in German or English.
REPRESENTATION PER PROXY
Every shareholder who is entitled to participate in the Annual General Meeting
is also entitled to appoint a proxy, who will participate in the Annual General
Meeting on behalf of the shareholder and who may exercise the same rights as the
shareholder who he or she represents.
The proxy must designate a specific person (natural or legal) in writing. It is
also possible to appoint several proxy holders.
The appointment of a proxy must be sent to the Company exclusively at one of the
following addresses:
By mail or messenger:
Flughafen Wien Aktiengesellschaft
Investor Relations
Attn.: Mr. Mario Santi
1300 Flughafen-Wien
By fax: +43 (1) 8900 500 - 50
By e-mail anmeldung.flughafenwien@hauptversammlung.at, whereby the
written depository confirmation must be attached to
the e-mail, e.g. as a PDF file.
Personally: Upon registration at the venue for the Annual General
Meeting
A proxy authorization form and the form for revocation of proxy will be sent to
shareholders on request and are also available for download on the Company's
Website atwww.viennaairport.com
If a proxy is not to be submitted personally at the registration desk on the day
of the Annual General Meeting, it must be received by the Company no later than4
p.m. on May 5, 2015.
The above rules for appointing a proxy apply analogously to the revocation of a
proxy.
INDEPENDENT VOTING REPRESENTATIVE
As a special service, a representative of the Austrian Shareholder Association
IVA (Interessenverband für Anleger) Feldmühlgasse 22, 1130 Vienna, will be
available as an independent representative to exercise voting rights for
shareholders at the Annual General Meeting. He or she will vote in accordance
with the instructions provided by the respective shareholder. A form for the
designation of IVA as a shareholder representative is available on the Company's
Website atwww.viennaairport.com. In addition, Mr. Wilhelm Rasinger from IVA may
be directly contacted by the shareholder at +43 1 8763343/42,
Fax +43 1 8763343/49 or via E-Mail at wilhelm.rasinger@iva.or.at.
TOTAL NUMBER OF SHARES AND VOTING RIGHTS
The share capital of the company totaled EUR 152,670,000 at the time this
invitation to the Annual General Meeting was issued. The share capital was
divided into 21,000,000 on non-par value bearer shares. Each share carries one
voting right. The company held no treasury shares, either directly or
indirectly, at the time the invitation to the Annual General Meeting was issued.
Therefore, the number of shares eligible for participation and voting totaled
21,000,000 at the time the invitation to the Annual General Meeting was issued.
We kindly ask you to plan your arrival in sufficient time for the customary
security checks and to present valid, official photo identification at the
registration desk.
Admission and the distribution of voting cards will begin at 9 a.m.
Vienna, April 2015
The Management Board
Further inquiry note:
Investor Relations:
Mag. Judit Helenyi (+43-1)7007-23126; j.helenyi@viennaairport.com
Mario Santi (+43-1)7007-22826; m.santi@viennaairport.com
end of announcement euro adhoc
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issuer: Flughafen Wien AG
Postfach 1
A-1300 Wien-Flughafen
phone: +43 1 7007 - 22826
FAX: +43 1 7007 - 23806
mail: investor-relations@viennaairport.com
WWW: http://viennaairport.com/unternehmen/investor_relations
sector: Transport
ISIN: AT0000911805
indexes: ATX Prime, ATX
stockmarkets: official market: Wien
language: English
Original content of: Flughafen Wien AG, transmitted by news aktuell