VAT Group AG Annual General Meeting 2021: Shareholders approve all Board proposals

Ad Hoc announcement pursuant to Art. 53 LR

May 18, 2021

The shareholders of VAT Group AG approved all motions proposed by the Board of Directors at today’s Annual General Meeting (AGM), including the payout of a 12.5% higher dividend of CHF 4.50 per share.

Due to health and safety concerns and in line with Ordinance 3 issued by the Swiss Federal Council on measures to combat the coronavirus (COVID-19), the meeting was held without the physical participation of shareholders. All legal proceedings were carried out as required and shareholders were asked to exercise their voting rights using an electronic platform or by written grant of Power of Attorney to the independent proxy. Shareholders also had the opportunity to submit written questions or remarks to the Board of Directors prior to the meeting, but none were received.

The meeting took place at VAT Group’s headquarters in Haag, Switzerland, in the presence of the independent proxy, Roger Föhn, with Toni Wattenhofer representing the external auditor, KPMG. Also present were Dr. Martin Komischke, Chairman of the VAT Board and Benno Lichtsteiner, VAT’s Head of Legal & Compliance. The other board members joined the meeting via video conference.

A total of 18’477’222 shares were represented by the independent proxy, representing 61.59 percent of the company’s share capital.

“It is regrettable that today and for the second year in a row we are holding our annual general meeting in the absence of our valued shareholders,” Dr. Martin Komischke, Chairman of the Board of Directors said. “The ongoing global COVID-19 pandemic that has dominated our daily lives for over a year now requires that we again take this step. The health and well-being of all of our stakeholders – employees, customers, suppliers, the communities in which we operate and, of course, our shareholders – are of utmost importance to us, but we are looking forward to hopefully meeting you all again in person in 2022.

Approval of 12.5% higher dividend of CHF 4.50 per share

Dr. Komischke was re-elected as member and Chairman of the Board of Directors. Urs Leinhäuser, Karl Schlegel, Dr. Hermann Gerlinger, Heinz Kundert, Dr. Libo Zhang and Daniel Lippuner were confirmed as members of the Board of Directors for a further one-year term of office until completion of the AGM 2022.

Shareholders elected Dr. Martin Komischke, Karl Schlegel and Heinz Kundert to the Nomination and Compensation Committee.

Shareholders approved the payout of a dividend of CHF 4.50 per registered share, CHF 2.25 from accumulated gains and CHF 2.25 from reserves from capital contributions. The dividend will be paid on May 25, 2021. The last trading day with entitlement to receive a dividend is May 19, 2021 and VAT shares will be traded ex-dividend as of May 20, 2021. The shareholders also approved the 2020 annual report, VAT Group AG’s annual financial statements and the consolidated accounts.

The compensation report 2020 was endorsed by a large majority of shareholders in an advisory vote. Shareholders also approved in separate binding votes the short-term variable compensation of the Group Executive Committee (GEC) for the financial year 2020, the total maximum amount of fixed compensation and the maximum amount of the long-term incentive of the GEC for the financial year 2022, and the total maximum amount of compensation for the members of the Board covering the next term until the AGM in 2022.