Each shareholder must - upon request - be informed in the General Meeting on the
matters concerning the Company, to the extent that such information is necessary
to appropriately assess an item on the agenda. This information right also
covers the Company's legal relations to affiliated entities as well as the
situation of the overall group and the companies consolidated in the group
The disclosure of information may be refused if, according to reasonable
entrepreneurial assessment, it is likely to cause serious damage to the Company
or an affiliated company or if disclosure of such information is punishable
under applicable law.
As prerequisite for the exercise of information rights, shareholders have to
prove their right to participate pursuant to section IV. of the convocation and
the issue of a respective power of attorney to one of the special voting proxies
pursuant to section V. of this convocation.
It is hereby expressly stated that in this virtual General Meeting, the
information rights pursuant to section 118 AktG have to be exercised by the
shareholders themselves during the General Meeting, and can only be exercised by
sending any questions or speeches via electronic mail to the Company's e-mail
The shareholders are kindly asked to submit preferably all questions in advance
in text form via e-mail to firstname.lastname@example.org, so that the questions
are received by the Company on the third working day prior to the General
Meeting, i.e. May 28, 2021, at the latest.
This is to ensure a smooth and efficient General Meeting, and will allow for a
proper preparation and swift responses to the raised questions by the Management
Board in the General Meeting, particularly for questions, which require a longer
Please use the question form, which will be available on the Company's website
at www.ams.com/general-meeting. If this question form is not used, any e-mail
has to indicate the person (name/company name, date of birth/company register
number of the shareholder). Furthermore, shareholders are asked to please
include their respective deposit account number in such e-mail, for the Company
to ascertain the identity and conformity with the deposit certificate.
Please note that the Chairman of the General Meeting may set reasonable time
limits during the General Meeting.
Furthermore, please also refer to the Information on Participation, which will
be available on the Company's website www.ams.com/general-meeting.
Motions at the General Meeting (section 119 AktG)
Each shareholder is - irrespective of a specific share ownership - entitled to
make motions at the virtual General Meeting in accordance COVID-19-CorpAct and
COVID-19-CorpReg through its appointed special voting proxy on each item on the
The point in time until which instructions to the special voting proxies to make
motions are possible, will be determined in the course of the virtual General
Prerequisite for any such motion is evidence of the attendance right pursuant to
section IV. Of this convocation and a power of attorney granted to one of the
special voting proxies in accordance with section V. of this convocation.
Please also refer to the information on exercising the right to make pursuant to
section 119 AktG provided in the Information on Participation, which will be
available on the Company's website www.ams.com/general-meeting.
Information for shareholders on data processing
ams AG processes personal data of shareholders (in particular those pursuant to
section 10a para 2 Austrian Stock Corporation Act ("AktG"), i.e. name, address,
date of birth, number of the securities account, number of shares of the
shareholder, if applicable share class, number of the voting card, and, if
applicable, name and date of birth of the authorized representative[s]) in
accordance with the applicable data protection laws, in particular the European
General Data Protection Regulation ("GDPR") and the Austrian Data Protection
Act, in order to enable the shareholders to exercise their rights at the General
The processing of the personal data of shareholders is a mandatory requirement
for the attendance and participation of shareholders and their representatives
at the General Meeting. The legal basis for processing is Article 6 para 1 lit.
ams AG is the responsible body for processing. ams AG makes use of several
external service providers (such as for example public notaries, attorneys,
banks, IT-providers, etc) for the purposes of holding of the General Meeting.
These service providers of ams AG will only receive certain personal data from
ams AG which are necessary for the rendering of the commissioned service and
will process the data exclusively pursuant to the instructions of ams AG. ams AG
has concluded respective agreements under data protection laws with these
service providers to the extent legally required.
If a shareholder attends the General Meeting, all present shareholders or their
representatives, the members of the Management Board and the Supervisory Board,
the notary public and all other persons with a statutory right to attend the
General Meeting are entitled to inspect the legally required attendance list
(section 117 AktG) and, therefore, able to see the personal data contained in
such list (inter alia name, residence, shareholding). Moreover, ams AG is
required by statutory law to submit personal data of shareholders (in particular
the list of attendees) as part of the notarial protocol to the company register
(section 120 AktG).
The data of shareholders will be anonymized or deleted as soon as they are no
longer necessary for the purposes for which they were collected or processed,
and unless other legal obligations require further storage. Such statutory
documentation and retention obligations are particularly resulting from
commercial law, stock corporation law, takeover law, tax law as well as from
anti-money laundering laws. If legal claims are asserted by shareholders against
ams AG or by ams AG against shareholders, the stored personal data serves the
purpose of clarifying and enforcing such claims in individual cases. In the
context of legal proceedings involving civil lawsuits, this may lead to storage
of personal data during the statute of limitations period plus the duration of
such legal proceedings until their finally binding conclusion.
Each shareholder has a right to information, rectification, limitation,
opposition and cancellation at any time regarding the processing of personal
data, as well as a right to data transfer according to Chapter III of the
General Data Protection Regulation.
Shareholders can assert these rights free of charge to ams AG via the following
Data Protection Officer
Tobelbader Strasse 30
In addition, the shareholders have the right of appeal to the data protection
supervisory authorities for data protection pursuant to Article 77 GDPR. Further
information on data protection is accessible on the Company's website
FURTHER DETAILS AND INFORMATION
Total of Shares and Voting Rights (section 106 no. 9 AktG)
On the date of convocation of the virtual General Meeting, the share capital of
the Company amounts to EUR 274,289,280.00 and is divided into 274,289,280 no-par
value bearer shares. Each share is granting one vote. As of April 30, 2021, the
Company holds 13,409,526 own shares, whereby the Company is not entitled to any
rights arising from these own shares. Therefore, total number of voting rights
amounts to 260,879,754 voting rights as of April, 2021. Any change in the number
of own shares and therefore of the total number of voting rights until the
General Meeting will be communicated in the General Meeting.
No physical attendance
We would like to explicitly state once more that physical attendance will be
excluded in the upcoming virtual General Meeting pursuant to COVID-19-CorpReg
and neither shareholders nor guests are allowed to come to the venue of the
Premstaetten, May 2021
The Management Board
Further inquiry note:
Moritz M. Gmeiner
Vice President Investor Relations
Tel: +43 3136 500-0
Fax: +43 3136 500-931211
end of announcement euro adhoc
Attachments with Announcement:
(END) Dow Jones Newswires
May 04, 2021 02:30 ET (06:30 GMT)