Date Thursday, 31 March 2022 | 10.00 a.m. (in camera)
Place Leonteq Headquarters | Europaallee 39 | 8004 Zurich, Switzerland
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TABLE OF CONTENT
LETTER FROM THE CHAIRMAN
I. AGENDA ITEMS
II. ORGANISATIONAL NOTES
III. INFORMATION ON THE MEMBERS OF THE BOARD OF DIRECTORS
IV. INFORMATION ON THE STATUTORY AUDITORS
V. INFORMATION ON THE COMPENSATION VOTES
Christopher M. Chambers
Chairman of the Board of Directors
In 2021, we continued to make significant strategic progress against the priorities we defined back in 2018 to enhance scalability, growth and investment experience as the targeted measures taken in recent years have begun to bear fruit. Through the disciplined execution of our strategic initiatives, we have further strengthened our position as a leading service and technology provider and significantly broadened our ecosystem for investment solutions.
Our record 2021 results are a testament to the strength of our offering as a fin- tech platform for structured investment solutions. Crucially, they also demonstrate the effectiveness of the investments we have made in key initiatives to drive our company forward. Leonteq today has a much more diversified business and a significantly enhanced earnings quality, creating strong foundations for the generation of long-term value for you, our shareholders.
Shareholders distribution for 2021 to increase by 300% to CHF 3.00 per share
In line with Leonteq's dividend policy, we are proposing a shareholder distribution of CHF 3.00 per share for the financial year 2021 which is to be paid in equal amounts out of retained earnings and capital contribution reserves. This corresponds to a 300% increase compared to CHF 0.75 per share for 2020 which underscores our confidence in the company's ability to generate attractive and sustainable returns over time.
4TO THE SHAREHOLDERS OF LEONTEQ AG
Independent Board with a diverse skill set
Over the past years, the Board of Directors has significantly improved the com- pany's governance framework and strengthened the independence, skills and diversity of the Board of Directors and its Committees. As per our governance, we will propose to you the re-election of all eight members of the Board of Directors for the annual term of office. Once you have elected all members of the Board of Directors, we will propose to you the election of the Chairman and the members of the Nomination and Remuneration Committee in separate votes. If elected, the Board will consist of eight members of which seven would be independent.
Say on pay
Our Compensation Report provides you with a comprehensive overview of the compensation governance and design, transparent disclosures of performance assessment and resulting compensation outcomes for members of the Executive Committee, members of the Board of Directors and Leonteq's employees. With this, shareholders will be able to take a fully informed decision based on Leonteq's performance and detailed disclosure when voting on our "Say on Pay" items.
External audit rotation
Demonstrating Leonteq's commitment to good corporate governance we decided to conduct a tender process for Leonteq's external audit mandate in 2021. As a result of the evaluation of several audit firms, we propose to you the election of a new statutory auditor for the financial year 2022. We would like to thank our current auditor, Pricewaterhouse Coopers, for their many years of service.
In line with the COVID-19 Ordinance 3, the Board of Directors of Leonteq AG has decided to hold the Annual General Meeting 2022 without shareholders being physically present, as in the previous year. Accordingly, shareholders can only exercise their shareholder rights via the independent proxy. In the name of the Board of Directors, I thank you for your understanding. I hope that next year, I will be able to welcome you to the Annual General Meeting in person.
Christopher M. Chambers
NOTICE TO THE ANNUAL GENERAL MEETING 2022
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