FAQ on the General Stockholders' Meeting
- When will the next General Stockholders' Meeting take place?
- Can any stockholder take part in the General Stockholders' Meeting?
- How and where can stockholders register to attend the General Stockholders' Meeting?
- What can stockholders do who have registered for the General Stockholders' Meeting in time but not received admission tickets?
- What can stockholders do who have not received an invitation to the General Stockholders' Meeting?
- Is it possible to leave the General Stockholders' Meeting temporarily and return later?
- Can a stockholder be represented by proxy at the General Stockholders' Meeting and issue proxy authorizations and voting instructions in advance of the meeting?
- Can stockholders assign their voting rights while the General Stockholders' Meeting is in progress?
- What is a voting right?
- Will the General Stockholders' Meeting be broadcast on the internet?
- Is there a full documentary record or a complete video/audio recording of the General Stockholders' Meeting for stockholders?
- Is it possible to participate at the General Stockholders' Meeting via conference call or over the internet?
When will the next General Stockholders' Meeting take place?
The next General Stockholders' Meeting of ThyssenKrupp AG is being held on Friday, January 21, 2011 in Bochum/Germany.
Can any stockholder take part in the General Stockholders' Meeting?
The General Stockholders' Meeting is the highest decision-making body of a stock corporation at which stockholders can exercise their rights to ask questions and to vote. Each stockholder is entitled to participate in the General Stockholders' Meeting in person or be represented by a proxy. Participation is conditional on the stockholder presenting a record of share ownership at the record date and registering in good time. The deadlines to be met are announced in the convening to the General Stockholders' Meeting.
How and where can stockholders register to attend the General Stockholders' Meeting?
Before the General Stockholders' Meeting, stockholders are sent the convening via their depositary banks including the agenda for the General Stockholders' Meeting. Using the reply form provided by the depositary bank, stockholders can either authorize the bank to exercise their voting rights or request an admission ticket from the depositary bank for themselves or a proxy. The convening to the General Stockholders' Meeting is announced in the electronic German Federal Gazette (Bundesanzeiger) and Authorized journal for stock market announcements. From the day of announcement in the Federal Gazette, the convening can also be accessed on the internet.
What can stockholders do who have registered for the General Stockholders' Meeting in time but not received admission tickets?
Stockholders who have registered in time but not received admission tickets can still attend the General Stockholders' Meeting. If an admission ticket has been issued but e.g. has gone astray in the mail, the stockholder in question is still included on the registration list. This list is checked in the foyer of the venue and a replacement ticket issued to allow participation.
What can stockholders do who have not received a convening to the General Stockholders' Meeting?
As ThyssenKrupp shares are bearer shares, the convening to the General Stockholders' Meeting are dispatched to stockholders exclusively via their depositary banks. Stockholders should therefore contact their depositary bank.
Is it possible to leave the General Stockholders' Meeting temporarily and return later?
Stockholders can leave the General Stockholders' Meeting temporarily via the exit barrier. They are entitled to re-enter by presenting their blocks of voting cards. When leaving, stockholders must check out at the exit barrier and check in again on their return so that the list of participants can be updated.
Can a stockholder be represented by proxy at the General Stockholders' Meeting and issue proxy authorizations and voting instructions in advance of the meeting?
Stockholders who do not wish to attend the General Stockholders' Meeting personally can be represented by Company-nominated proxies or a third party – in particular their depository bank or a stockholder association – and issue authorization to them before the General Stockholders' Meeting.
In addition to authorization, Company-nominated proxies must also be issued with voting instructions. The authorization and instructions may be issued in writing or electronically via an internet-based authorization and instruction system.
Stockholders may also issue authorization to a person of their choice, a bank or a stockholder association. Authorizations may be sent directly to the proxies or electronically to the Company. However, the stockholder should ascertain beforehand that the selected person, bank or stockholder association is prepared to act as a proxy and vote on his behalf.
Details on issuing authorizations and instructions will be sent to stockholders together with the admission ticket for the General Stockholders' Meeting.
Can stockholders assign their voting rights while the General Stockholders' Meeting is in progress?
If a stockholder leaves the General Stockholders' Meeting early but wishes for his or her voting right to continue to be represented, he or she can authorize another stockholder or the Company-nominated proxies to exercise his or her voting right.
What is a voting right?
A voting right is the right, acquired with the purchase of a share, to take part in the voting on items on the agenda at the General Stockholders' Meeting, in particular on the dividend payout and the discharge of Executive Board and Supervisory Board.
All stockholders are entitled to exercise their voting rights. However, by issuing a proxy authorization, stockholders may also assign their voting rights to third parties, in particular to their depositary bank, a stockholders' association or proxies nominated by the Company. According to the Articles of Association of the Company, each share of stock grants one vote at the General Stockholders' Meeting.
Will the General Stockholders' Meeting be broadcast on the internet?
At the instruction of the chairman of the Meeting, all stockholders and interested members of the public can follow the entire General Stockholders' Meeting live on the internet. The opening of the General Stockholders' Meeting by the chairman of the meeting together with the speech by the Executive Board Chairman will also be available as a recording after the General Stockholders' Meeting.
Is there a full documentary record or a complete video/audio recording of the General Stockholders' Meeting for stockholders?
No, neither a full documentary record nor video/audio recordings of the General Stockholders' Meeting are made.
Is it possible to participate at the General Stockholders' Meeting via conference call or over the internet?
No, this option is not available. The German Stock Corporation Act permits Articles of Association to make provision – or authorize the Executive Board to make such provision – for stockholders to exercise all or part of their voting rights via electronic means of communication without attending in person (online participation). At ThyssenKrupp AG, however, the prerequisites for online participation have yet to be created via an appropriate provision in the Articles of Association. A corresponding resolution proposal can be found under agenda item 10 in the convocation of the 2010 General Stockholders' Meeting.
