Telekom Austria AG

EANS-General Meeting: Telekom Austria AG
Resolutions of the General Meeting

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Dear Sir or Madam,

hereby we would like to inform you about the resolutions and voting results of
the Annual General Meeting, which took place on May 28, 2014, at 10:00 a.m. at
the Vienna Stadthalle, Halle F, A-1150 Vienna, Roland Rainer Platz 1 (formerly:
Vogelweidplatz 14).

The share capital of the company amounts to EUR 966,183,000 is divided into 443
million bearer shares without par value.


Agenda Item 1: Presentation of the adopted financial statements and the
management report as well as the consolidated financial statements including the
consolidated management report and the corporate governance report, the proposal
for utilisation of the net profit and the Supervisory Board report on the fiscal
year 2013.

No resolution required.


Agenda Item 2: Resolution on the utilization of the net profit shown in the
financial statements for the fiscal year 2013.

The following resolution was passed:

"Distribution of a dividend of EUR 0.05 per eligible no par value share. The
rest and the amount that is allotted to non-eligible treasury shares will be
carried forward onto new account."

Number of shares for which valid votes were cast as well as total number of
valid votes cast: 324,582,887
Proportion of the share capital represented by these votes: 73,27%
Pro: 324,578,383
Contra: 4,504
Abstentions: 186,411


Agenda Item 3: Resolution on the discharge of the members of the Management
Board for the fiscal year 2013.

The following resolution was passed:

"The members of the Management Board are granted discharge for the fiscal year
2013."

Number of shares for which valid votes were cast as well as total number of
valid votes cast: 324,480,686
Proportion of the share capital represented by these votes: 73.25%
Pro: 284,294,572
Contra: 40,186,114
Abstentions: 288,071


Agenda Item 4: Resolution on the discharge of the members of the Supervisory
Board for the fiscal year 2013.

The following resolutions were passed:

"Mr Franz GEIGER as a member of the Supervisory Board is granted discharge for
the fiscal year 2013."

Number of shares for which valid votes were cast as well as total number of
valid votes cast: 324,479,601
Proportion of the share capital represented by these votes: 73.25%
Pro: 317,496,504
Contra: 6,983,097
Abstentions: 286,816


"Mrs Edith HLAWATI as a member of the Supervisory Board is granted discharge for
the fiscal year 2013."

Number of shares for which valid votes were cast as well as total number of
valid votes cast: 324,478,819
Proportion of the share capital represented by these votes: 73.25%
Pro: 317,496,494
Contra: 6,982,325
Abstentions: 287,598


"Mr Wilfried STADLER as a member of the Supervisory Board is granted discharge
for the fiscal year 2013."

Number of shares for which valid votes were cast as well as total number of
valid votes cast: 324,479,104
Proportion of the share capital represented by these votes: 73.25%
Pro: 317,496,494
Contra: 6,982,610
Abstentions: 287,313
"Mr Ronny Pecik as a member of the Supervisory Board is granted discharge for
the fiscal year 2013."

Number of shares for which valid votes were cast as well as total number of
valid votes cast: 324,478,840
Proportion of the share capital represented by these votes: 73.25%
Pro: 317,473,959
Contra: 7,004,881
Abstentions: 287,577


"Mr Michael ENZINGER as a member of the Supervisory Board is granted discharge
for the fiscal year 2013."

Number of shares for which valid votes were cast as well as total number of
valid votes cast: 324,479,154
Proportion of the share capital represented by these votes: 73.25%
Pro: 317,496,829
Contra: 6,982,325
Abstentions: 287,263


"Mr Alfred BROGYÁNYI as a member of the Supervisory Board is granted discharge
for the fiscal year 2013."

Number of shares for which valid votes were cast as well as total number of
valid votes cast: 324,479,154
Proportion of the share capital represented by these votes: 73.25%
Pro: 317,496,554
Contra: 6,982,600
Abstentions: 287,263


"Mrs Elisabetta CASTIGLIONI as a member of the Supervisory Board is granted
discharge for the fiscal year 2013."

Number of shares for which valid votes were cast as well as total number of
valid votes cast: 324,479,660
Proportion of the share capital represented by these votes: 73.25%
Pro: 317,497,060
Contra: 6,982,600
Abstentions: 286,757


"Mrs Henrietta EGERTH-STADLHUBER as a member of the Supervisory Board is granted
discharge for the fiscal year 2013."

Number of shares for which valid votes were cast as well as total number of
valid votes cast: 324,479,836
Proportion of the share capital represented by these votes: 73.25%
Pro: 317,497,236
Contra: 6,982,600
Abstentions: 286,581


"Mr Peter J. OSWALD as a member of the Supervisory Board is granted discharge
for the fiscal year 2013."

Number of shares for which valid votes were cast as well as total number of
valid votes cast: 324,478,960
Proportion of the share capital represented by these votes: 73.25%
Pro: 317,496,360
Contra: 6,982,600
Abstentions: 287,457


"Mr Wolfgang RUTTENSTORFER as a member of the Supervisory Board is granted
discharge for the fiscal year 2013."

Number of shares for which valid votes were cast as well as total number of
valid votes cast: 324,479,650
Proportion of the share capital represented by these votes: 73.25%
Pro: 317,497,050
Contra: 6,982,600
Abstentions: 286,757


"Mr Harald STÖBER as a member of the Supervisory Board is granted discharge for
the fiscal year 2013."

Number of shares for which valid votes were cast as well as total number of
valid votes cast: 324,479,826
Proportion of the share capital represented by these votes: 73.25%
Pro: 317,497,246
Contra: 6,982,580
Abstentions: 286,581

 
"Mr Oscar VON HAUSKE SOLÍS as a member of the Supervisory Board is granted
discharge for the fiscal year 2013."

Number of shares for which valid votes were cast as well as total number of
valid votes cast: 324,479,611
Proportion of the share capital represented by these votes: 73.25%
Pro: 317,496,385
Contra: 6,983,226
Abstentions: 286,796


"Mr Rudolf KEMLER as a member of the Supervisory Board is granted discharge for
the fiscal year 2013."

Number of shares for which valid votes were cast as well as total number of
valid votes cast: 324,479,826
Proportion of the share capital represented by these votes: 73.25%
Pro: 317,494,691
Contra: 6,985,135
Abstentions: 286,581


"The employee representatives as members of the Supervisory Board are granted
discharge for the fiscal year 2013."

Number of shares for which valid votes were cast as well as total number of
valid votes cast: 324,479,806
Proportion of the share capital represented by these votes: 73.25%
Pro: 317,496,913
Contra: 6,982,893
Abstentions: 286,601


Agenda Item 5: Resolution on the compensation for the members of the Supervisory
Board for the fiscal year 2013.

The following resolution was passed:

"The remuneration for elected members of the Supervisory Board for the fiscal
year 2013 is determined as follows:

-       for the chairman EUR 30,000
-       for each of the deputy chairmen EUR 22,500
-       for every further member of the Supervisory Board EUR 15,000

The attendance fee for each member of the Supervisory Board per meeting shall
amount to EUR 300 until further notice."

Number of shares for which valid votes were cast as well as total number of
valid votes cast: 324,579,598
Proportion of the share capital represented by these votes: 73.27%
Pro: 324,552,337
Contra: 27,261
Abstentions: 186,699


Agenda Item 6: Election of the auditors of the financial statements and of the
consolidated financial statements for the fiscal year 2014.

The following resolution was passed:

"Deloitte Audit Wirtschaftsprüfungs GmbH, Vienna, is elected as company auditor
and group auditor for the fiscal year 2014."

Number of shares for which valid votes were cast as well as total number of
valid votes cast: 324,579,986
Proportion of the share capital represented by these votes: 73.27%
Pro: 324,548,773
Contra: 31,213
Abstentions: 186,111


Agenda Item 7: Management report on share buy-back effected, number of treasury
shares held and use of treasury shares.

No resolution required.


Agenda Item 8: Resolution on the amendment of the Articles of Association in
Para 11 Sec 1 and 6 to adjust the quorum of the Supervisory Board.

The following resolution was passed:

"The Articles of Assocation shall be changed in Para 11 Sec 1, so that this Sec
shall be read as follows:

"The Supervisory Board has a quorum if all the Supervisory Board members have
been properly convened and at least half the members, including the Chairman or
one of his deputies, are present in person. A member of the Supervisory Board
deemed to be present, if it participates via video conference that allows the
immediate reciprocity, confidentiality and authenticity of the communication
("qualified videoconference"). The Chairman determines the type of meeting and
may in particular make use of the possibility of convening a qualified
videoconference meeting, if it is due to the urgency of the meeting or the local
absence of members of Supervisory Board, in the interest of the Company."

Furthermore, Para 11 Sec 6 shall be amended; the parenthetical expression in the
first sentence shall be read as follows: "("simple videoconference")".


Number of shares for which valid votes were cast as well as total number of
valid votes cast: 324,580,086
Proportion of the share capital represented by these votes: 73.27%
Pro: 324,555,737
Contra: 24,349
Abstentions: 186,111



For further information on the Annual General Meeting please visit our website
under www.telekomaustria.com/en/ir/annual-general-meeting



Disclaimer for forward-looking statements: 
This document contains forward-looking statements. These forward-looking
statements are usually accompanied by words such as "believe", "intend",
"anticipate", "plan", "expect" and similar expressions. Actual events may differ
materially from those anticipated in these forward-looking statements as a
result of a number of factors. Forward-looking statements involve inherent risks
and uncertainties. A number of important factors could cause actual results or
outcomes to differ materially from those expressed in any forward-looking
statement. Neither Telekom Austria nor any other person accepts any liability
for any such forward-looking statements. Telekom Austria will not update these
forward-looking statements, whether due to changed factual circumstances,
changes in assumptions or expectations. This report does not constitute a
recommendation or invitation to purchase or sell securities of Telekom Austria.


Further inquiry note:
Matthias Stieber
Director Investor Relations
Tel.: +43 (0) 50 664 39126
mailto: matthias.stieber@telekomaustria.com

end of announcement                               euro adhoc 
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issuer:      Telekom Austria AG
             Lassallestrasse 9
             A-1020 Wien
mail:     investor.relations@telekomaustria.com
WWW:      www.telekomaustria.com/ir
sector:      Telecommunications
ISIN:        AT0000720008
indexes:     WBI, ATX Prime, ATX
stockmarkets: official market: Wien 
language:   English
 

Original-Content von: Telekom Austria AG, übermittelt durch news aktuell

Weitere Meldungen: Telekom Austria AG

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