General Meeting 2016

We invite our shareholders to the General Meeting to be held on 03/05/2016 at 12:00pm in the offices of Aifotec AG, Herpfer Straße 40, 98617 Meiningen.

I. Agenda

1. Report of the Executive Board on the past financial year 2015 and the current finan-cial year of Aifotec AG.

2. Presentation of the prepared and established annual accounts up to 31/12/2015, along with the report of the Supervisory Board for the financial year 2015 of Aifotec AG.

3. Resolution regarding the discharge of the members of the Executive Board for the financial year 2015 .
The Supervisory Board and the Executive Board propose that discharge be granted to the members of the Executive Board for the financial year 2015.

4. Resolution regarding the discharge of the members of the Supervisory Board for the financial year 2015.
The Executive Board and the Supervisory Board propose that the members of the Su-pervisory Board be granted discharge for the financial year 2015.

5. New election of the members of the Supervisory Board Membership of the Supervisory Board of the company shall end in accordance with Section 102 Paragraph 1 AktG and Point 7 Paragraph 2 Sentences 1 and 2 of the Arti-cles of Association at the end of the General Meeting, in which a decision shall be made concerning the discharge for the fourth financial year following the beginning of the term of office of members of the Supervisory Board, whereby the financial year in which the term of office begins is not to be included.

At the company’s annual General Meeting on 24 March 2011, Mr Claus-Georg Müller, Mr Martin Fischer and Mr Wolfgang Schwaiger were elected as members of the Supervisory Board for the statutory term. In place of Mr Claus-Georg Müller, who resigned from office with effect from the time of the end of the annual General Meeting on 21/08/2013, Mr. Martin Weigert was elected as a member of the Supervisory Board at the same General Meeting.
The original term of office therefore also applies to Mr Weigert. Thus, the terms of office of all members of the Supervisory Board of the company shall end at the end of the General Meeting on 3 May 2016, as this resolves the discharge for the fourth financial year after the start of the Supervisory Board members.

The election of a new Supervisory Board is therefore mandatory.

The election of the members of the Supervisory Board is to be decided by the General Meeting in accordance with Section 101 Paragraph 1 and Section 103 Paragraph 1 AktG.

In accordance with Sections 95, 101 Paragraph 1 AktG in conjunction with Section 7 Paragraph 1 of the Articles of Association, the Supervisory Board of the company con-sists of three members, who are elected at the General Meeting.

The General Meeting is not bound by election proposals during this election.

Proposed resolution
mic AG proposes that the General Meeting comes to the following resolution:

The following persons shall be elected as members of the company’s Supervisory Board for the statutory term with effect from the time that this General Meeting ends:

5.1 Mr Reiner Fischer

Dipl.-Kaufmann (MBA) and Managing Director of Fischer FBVA GmbH.

Information in accordance with Section 125 Paragraph 1 page 5 AktG:

Memberships on other legally mandated supervisory boards as well as in comparable domestic and foreign supervisory bodies of commercial enterprises:

mic AG und
micData AG.

5.2 Mr Martin Weigert

Dipl.-Ing. FH (Chart. Engineer B.Sc.) and Managing Director Avago Technologies Fiber GmbH

Information in accordance with Section 125 Paragraph 1 page 5 AktG:

Memberships on other legally mandated supervisory boards as well as in comparable domestic and foreign supervisory bodies of commercial enterprises:

mic AG
4industries AG
Aifotec AG.

5.3 Mr Claus Georg Müller

Diplom-Ingenieur (Chartered Engineer) and Executive Director of mic AG.

Information in accordance with Section 125 Paragraph 1 page 5 AktG:

Memberships on other legally mandated supervisory boards as well as in comparable
domestic and foreign supervisory bodies of commercial enterprises:

4industries AG
Lifespot Capital AG
Lifespot AG
CGM Invest AG
Wearable Technologies AG und
Soflo AG.

II. Participation in the General Meeting

In accordance with Section 16 of the Articles of Association of the company, only the shareholders who have registered for the General Meeting and have provided evidence of their shareholdings as of the start of 12 April 2016 are entitled to attend the General Meeting and to exercise their voting rights.
A written certificate from the custodian bank of the shareholding suffices as evidence.
Registration and proof of holding registration must reach the Company no later than 26 April 2016, 24:00, at the following address:

 

Aifotec AG
Jena / Meiningen
Herpfer Strasse 40
98617 Meiningen
Fax: 03693 / 8813 149

Shareholders may fill in the forms for ticket orders sent to them via their custodian bank and send them back to their custodian bank; the custodian bank will then complete the registration while simultaneously sending evidence of the shareholding to the above address.

III. Countermotions

Any countermotions from shareholders in accordance with Section 126 Paragraph 1 AktG or election proposals from shareholders in accordance with Section 127 AktG must be sent exclusively to the following address:

Aifotec AG
The Executive Officers
Herpfer Strasse
40 98617 Meiningen
Fax Nr. 03693 / 8813 149

Requests using other addresses cannot be considered.

We will process proper countermotions or election proposals from shareholders that are received at the above-specified address by 18 April 2016. We will make these available on the internet at www.aifotec.com and ; Section 126 Paragraph 2 AktG shall remain unaffected. We will also publish any comments from the administra-tion at this internet address.

Yours faithfully,
Aifotec AG

The Executive Officer
The Supervisory Board of Aifotec AG

 

 

You can download the PDF file with the invitation here:

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