Counterproposals and proposals for election
Counterproposals and election proposals pursuant to § 126 section 1 and § 127 of the Companies Act
Shareholders of the company may submit counterproposals to proposals by the executive board and/or the supervisory board on certain items of the agenda and proposals for the election of auditors or members of the supervisory board. Such motions (including statements of grounds) and election proposals may only be sent to:
or by telefax to: +49 (0) 621 71 41 90-03
or by e-mail to: email@example.com
Statements of grounds must be provided for any counterproposal; this does not apply to election proposals.
Counterproposals and election proposals by shareholders duly received at the above address at least 14 days prior to the annual general meeting, i.e. no later than 29 June 2020 (midnight) will be published without delay on the website
www.cropenergies.com (category: Investor Relations/Hauptversammlung).
Any comments by the company’s corporate bodies will also be made accessible at the above website address.
The company is not required to publish a counterproposal and its statement of grounds or an election proposal if one of the exclusionary conditions set out in § 126 section 2 of the Companies Act is met, e.g. if the election proposal or counterproposal would result in a resolution by the annual general meeting that breaches the law or the articles of association. Furthermore, election proposals are not required to be published if they do not contain the name, profession, and domicile of the proposed person. The statement of grounds for a counterproposal does not have to be made accessible if its total length is more than 5,000 characters.
In addition, proposed candidates for the supervisory board must not be made available if the proposals are not accompanied by information regarding the memberships of the proposed candidates in other supervisory boards that must be formed by law in terms of § 125 section 1 sentence 5 of the Companies Act.
Shareholders are requested to already provide proof of their share ownership when submitting counterproposals and election proposals.
By publishing counterproposals and/or election proposals in accordance with the aforementioned requirements, the company complies with its legal obligation pursuant to §§ 126 section 1, 127 of the Companies Act, since these provisions are not affected by the COVID-19 Law. It is noted, however, that counterproposals or election proposals will not be voted on during the virtual annual general meeting, since these cannot be submitted during the virtual annual general meeting.
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