Shareholders
General Meetings of Shareholders are convened by either the Management Board or the Supervisory Board. They are held at least once a year to discuss the annual report, adopt the financial statements, decide on the appropriation of the profit, release the Management Board and Supervisory Board from liability in respect of their actions, and decide on vacancies and any other business. Shareholder approval is required for decisions which have a substantial impact on the company and its risk profile. In compliance with the company’s Articles of Association, the Management Board and/or the Supervisory Board will also put resolutions proposed by shareholders on the agenda of General Meetings of Shareholders.
Shareholders representing shares with a total nominal value of at least € 10 million may ask the Management Board and/or Supervisory Board to convene a General Meeting of Shareholders. Shareholders are entitled to cast one vote for each ordinary share they hold, and if necessary can vote by proxy. Resolutions of the General Meeting of Shareholders are carried by a simple majority of the votes cast, unless the law or Articles of Association prescribe a larger majority. To ensure that shareholders wishing to vote by proxy are given sufficient opportunity to perform a thorough analysis, the agenda and underlying documents are made available on Corio’s website and at its offices not later than 15 calendar days before the General Meeting of Shareholders. The Management Board and the Supervisory Board provide the General Meeting of Shareholders with all required information unless an important interest of the company dictates otherwise.
The minutes of the General Meeting of Shareholders are taken by a secretary appointed by the chairman of the General Meeting of Shareholders (normally the chairman of the Supervisory Board). The draft minutes of the General Meeting of Shareholders are made available on the website no later than three months after the Meeting. Shareholders are given a further three months in which to comment on the draft minutes. At the first meeting of the Supervisory Board following this period, the minutes are adopted, taking into account any comments made by shareholders, and are signed accordingly by the chairman and the secretary of the General Meeting of Shareholders. The minutes of the General Meeting of Shareholders are available at the company’s offices for inspection by those entitled to attend the Meeting.
Source: Annual Report 2008, Chapter Corporate governance, page 126 (PDF, 72 kB)
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