02.06.2015 20:26:22
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Outcome of the Valartis Group AG General Meeting 2015
Valartis Group AG / Outcome of the Valartis Group AG General Meeting 2015 . Processed and transmitted by Nasdaq OMX Corporate Solutions. The issuer is solely responsible for the content of this announcement.
At the 27th Ordinary General Meeting of Valartis Group AG on 2 June, 2015, held at SIX Swiss Exchange, Convention Point Zurich, the 30 shareholders who were present as well as the shareholders represented by the independent proxy endorsed all the motions proposed by the Board of Directors. Gustav Stenbolt was elected Chairman of the Board of Directors by a considerable majority and Urs Maurer-Lambrou, Christoph N. Meister and Jean-François Ducrest were re-elected as members of the Board of Directors for a further term of office also by a considerable majority. Out of the total of 5,000,000 bearer shares with a par value of CHF 1.00, 3,084,575 or 61.7 percent of total capital and votes were represented at this year's General Meeting.
Endorsement of Group consolidated financial statement, Annual Report and annual accounts
The Valartis Group AG consolidated financial statement, the Annual Report and the annual accounts for FY 2014 were approved by a considerable majority at the General Meeting. Shareholders discharged by a considerable majority in corpore members of the Board of Directors and the Group Executive Management from liability for FY 2014.
In addition, the General Meeting approved by a considerable majority the motion put forward by the Board of Directors relating to appropriation of retained earnings and resolved to waive payment of a dividend and, instead, to carry the net earnings amounting to CHF 134.8 m forward to the next year.
Approval of changes to the Articles of Association
The shareholders approved changes to Art. 15 and Art. 29 of the Articles of Association as a whole by a considerable majority, please refer also to our website under:
http://www.valartisgroup.ch/Ueber-Valartis-Group/Statuten/.
Approval of Compensation Report
The 2014 Compensation Report was approved by a considerable majority in an advisory vote.
Endorsement of compensation for members of the Board of Directors and Group Executive Management
The General Meeting endorsed by a considerable majority the total compensation package for the Board of Directors for the period from the General Meeting 2015 to the General Meeting 2016, together with the total compensation package (excluding bonuses to be paid to members of Group Executive Management) for the Group Executive Management for FY 2016 (fixed compensation), as well as the motion not to pay a bonus to Group Executive Management for FY 2014 (no variable compensation).
Election of Gustav Stenbolt as Chairman and re-elections to the Board of Directors
Shareholders elected Gustav Stenbolt as Chairman of the Board of Directors by a considerable majority and re-elected Urs Maurer-Lambrou, Christoph N. Meister and Jean-François Ducrest as members of the Board of Directors - each for a term of office up to conclusion of the next Ordinary General Meeting also by a considerable majority.
Rolf Müller-Senn was no longer available for re-election. However, he remains a member of the Board of Directors of Valartis Finance Holding AG, Liechtenstein and Valartis Bank (Liechtenstein) AG, as well as a member of the Supervisory Board of Valartis Bank (Austria) AG. Following the 2015 General Meeting, Stephan Häberle will take over as Group CEO of Valartis Group AG and was, therefore, no longer available for re-election.
Gustav Stenbolt, Chairman of the Board of Directors, (1957, Norwegian), Lic. rer. pol., University of Fribourg. Chief Executive Officer of Valartis Group since 2007 and Chairman of Valartis Advisory Services SA since 2014. Chairman of the Executive Board of Jelmoli Holding from 2004 to 2007. From 1996 to 2004, CEO and founder of the MCT group in Geneva. MCT merged with OZ Holding in 2005. The merged entity was renamed Valartis Group in 2007. From the period 1983 to 1996 Chief Investment Officer of Unifund for Asia, LatinAmerica and Eastern Europe/CIS. Gustav Stenbolt is member of the Board of ENR Russia Invest SA, Eastern Property Holdings and the Anglo Chinese Group Ltd, Hong Kong.
Elections to the Compensation Committee
The General Meeting elected Messrs Jean-François Ducrest and Urs Maurer-Lambrou as members of the Compensation Committee by a considerable majority - each for a term of office up to conclusion of the next Ordinary General Meeting.
Re-election of auditors and independent proxy for voting rights
Shareholders endorsed election of the auditor (Ernst & Young AG, Zurich) for a period of one year by a considerable majority and unanimously re-elected the independent proxy for voting rights (Martin Rechtsanwälte GmbH, Stadthausstrasse 12, 8400 Winterthur) up to conclusion of the next Ordinary General Meeting.
Agenda
Half-year report 2015 25 August, 2015
For further information, please contact:
Kim-My Schefer, Head Corporate Communications & Marketing
Tel. +41 44 503 54 02, corporate.communications@valartis.ch
Valartis Group
Valartis Group is an international banking and finance group represented today with offices in Liechtenstein, Austria, Switzerland as well as Luxembourg and Moscow. The Group's holding company is domiciled in Switzerland and is listed on the SIX Swiss Exchange. Valartis Finance Holding AG in Liechtenstein comprises the operations of the private banking and wealth management divisions, together with the private equity operations of ENR Russia Invest. Valartis Finance Holding AG is subject to the consolidated banking supervision by the Financial Market Authority Liechtenstein (FMA). Valartis Group focuses on the wealth management business for wealthy private clients and institutional investors in addition to traditional wealth management and investment advisory, it develops, manages and markets innovative niche investment products and offers specialized product packages. In doing so, Valartis Group combines a wide range of traditional private banking services with specialized advisory and classical banking services in the fields of Asset Management, Corporate Finance and Private Equity together with innovative investment products in the categories Stocks, Fixed Income, Alternative Investments and Real Estate. Valartis Group's core markets include Central and Eastern Europe, the Middle East and certain countries in North and South America and Asia.
www.valartisgroup.ch
The issuer of this announcement warrants that they are solely responsible for the content, accuracy and originality of the information contained therein.
Source: Valartis Group AG via Globenewswire
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Valartis Group AG
Blegistrasse 11a Baar ZG Switzerland
ISIN: CH0001840450;
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