Invitation General Meeting 2020

On Tuesday, 23 June 2020, the Annual General Meeting 2020 of OpenLimit Holding AG will take place at the company's headquarters, Zugerstrasse 74, CH-6340 Baar, starting at 2.00 pm. Due to the current circumstances and developments in connection with the COVID 19 pandemic (corona-virus), this year's Annual General Meeting will be held without the physical participation of shareholders. Voting rights can therefore only be exercised by the independent voting proxy, and a corresponding authorization and instructions can only be sent to the proxy.

The following items and motions are on the agenda:

  1. Approval of the Annual Report, the Annual Financial Statements and the Consolidated Annual Financial Statements for 2019 as well as acknowledgement of the reports issued by the statutory auditor and the group auditor
    Board of Directors’ motion: To approve the Annual Report, Annual Financial Statements and the Consolidated Annual Financial Statements for 2019.
  2. Appropriation of net loss
    Board of Directors’ motion: To carry forward the balance to new account.
  3. Discharge of the organs
    Board of Directors’ motion: To discharge the relevant organs from their work performed during the 2019 financial year.
  4. Approval of the remunerations
    Board of Directors’ motion:
    4.1 Non-performance-related remuneration for the members of the Board of Directors
    The Board of Directors proposes to the General Meeting, for the period from the Annual General Meeting 2020 to the next Annual General Meeting 2021, to authorize the maximum amount of CHF 90,000 as a non-performance-related remuneration for the members of the Board of Directors and their functions as such.
    4.2 Non-performance-related remuneration for the members of the Management Board for the financial year 2021
    The Board of Directors proposes to the General Meeting, for the 2021 financial year, to authorize an overall maximum amount of CHF 645,000 as a non-performance-related remuneration for the members of the Management Board.
    4.3 Performance-related remuneration for the members of the Management Board for the financial year 2021
    The Board of Directors proposes to the General Meeting, for the financial year 2021, to authorize an overall maximum amount of CHF 260,000 as a performance-related remuneration for the members of the Management Board.

    Note: The calculation of the maximum amounts assumes an prospective average exchange rate of the year of EUR / CHF 0,99 and depends also on the valuation of options, if options are issued. The principles for remuneration are included in Art. 11, 26 et seq. of the Articles of Incorporation. For further details, please see the remuneration report.
  5. Election to the Board of Directors
    Board of Directors‘ motion:
    5.1 Election of Mr. Stefan Schmidt as a member of the Board of Directors for the term of one year.
    5.2 Re-elect Mr. Gerhard Schempp as a member of the Board of Directors for the term of one year.
    5.3 Re-elect Mr. Marc J. Gurov as a member of the Board of Directors for the term of one year.
    5.4 Re-elect Mr. Daniel Zimmermann as a member of the Board of Directors for the term of one year.
    5.5 Election of Mr. Stefan Schmidt as President of the Board of Directors for the term of one year.
  6. Election to the remuneration committee
    Board of Directors‘ motion:
    6.1 Election of Mr. Stefan Schmidt as a member of the Remuneration Committee for a term of one year.
    6.2 Re-elect Mr. Daniel Zimmermann as a member of the Remuneration Committee for a term of one year.
  7. Election of the independent proxy
    Board of Directors‘ motion: Re-elect the law office Silvia Margraf as an independent proxy for a term of one year.
  8. Election of the statutory auditor
    Board of Directors‘ motion: Re-elect Ferax Treuhand AG for a period of one year.
  9. Motions
    Motions must be submitted to the Board of Directors by 12 June 2020.

The official invitation was published in the Swiss Official Gazette of Commerce (SOGC), in the electronic version of the Federal Gazette in Germany as well as Europe-wide on 2 June 2020.

Further Information:

Invitation to the General Meeting (German)
Proxy statement for voting rights (German)
CV of Mr. Stefan Schmidt (German)

2020: Invitation

Contact for investors

 OpenLimit
 
 
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