The Board of Directors of Schaffner Holding AG has adopted the following proposals to be considered at the 16th Annual General Meeting of Schaffner Holding AG on January 12, 2012:
1. | Approval of the Annual Report, the Financial Statements and Consolidated Financial Statements 2010/11 and acknowledgement of the auditors' reports |
2. | Resolution on the appropriation of retained earnings, allocation out of share premium reserve for additional paid-in capital) to free reserves from additional paid-in capital, and distribution from free reserves from additional paid-in capital, exempt from Swiss anticipatory tax |
a. | Appropriation of retained earnings |
b. | Allocation out of share premium (reserve for additional paid-in capital) to free reserves from additional paid-in capital, and distribution from free reserves from additional paid-in capital of CHF 4.50 per share entitled to dividends, from January 19, 2012 (distribution exempt from Swiss anticipatory tax) |
3. | Discharge of the Board of Directors and Executive Committee from liability for the fiscal year 2010/11 |
4. | Elections |
a. | Re-election of Herbert Bächler and Markus Zenhäusern as members of the Board of Directors, each for a term of three years |
b. | Election of Suzanne Thoma and Georg Wechsler as new members of the Board of Directors, each for a term of two years |
| In order to promote good corporate governance, staggered terms are proposed in the elections to the Board of Directors. |
c. | Re-election of Ernst & Young AG, Berne, as auditors for the fiscal year 2011/12 |
5. | Increase of the Company's conditional share capital from CHF 693,550 by CHF 1,657,565 to CHF 2,351,115 (by way of an amendment to the Articles of Association) for the purposes of covering existing and future share participation plans. |
| The increased conditional share capital shall serve to ensure existing and future employee share participation plans. The company plans to primarily use existing shares to cover its obligations under such employee share participation plans also in the future. |
The share register of Schaffner Holding AG will be closed for registrations from January 6, 2012 until and including January 12, 2012.
The invitation to the 16th Annual General Meeting of Schaffner Holding AG will be published on December 15, 2011.
Luterbach, December 8, 2011
Calendar
January 12, 2012 | 16th Annual General Meeting |
May 14, 2012 | Publication of Half-Year Report 2011/12 (half-year results) |
December 6, 2012 | Publication of Annual Report 2011/12 (full-year results) |
January 14, 2013 | 17th Annual General Meeting |
