Kapsch TrafficCom AG

EANS-General Meeting: Kapsch TrafficCom AG
Invitation to the General Meeting

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  General meeting information transmitted by euro adhoc. The issuer is
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Kapsch TrafficCom AG
Vienna, FN 223805 a
ISIN AT000KAPSCH9

INVITATION

We would like to invite our shareholders to the Annual General Meeting of Kapsch
TrafficCom AG

on Wednesday, September 9th, 2015 at 10.00 a.m.,
in the conference room of Kapsch TrafficCom AG,
1120 Vienna, Am Europlatz 2.

AGENDA:

1. Presentation of the annual financial statements including the management
report and the corporate governance report, the consolidated financial
statements including the management report for the Group, the proposal on the
allocation of the balance sheet profit and the report of the Supervisory Board
for the business year 2014/2015

2. Resolution on the allocation of the balance sheet profit 

3. Resolution on the formal approval of the actions of the members of the
Management Board for the business year 2014/2015

4. Resolution on the formal approval of the actions of the members of the
Supervisory Board for the business year 2014/2015

5. Appointment of the auditors and the group auditors for the business year
2015/2016

6. Resolution on the remuneration of the members of the Supervisory Board 

 
DOCUMENTATION FOR THE ANNUAL GENERAL MEETING

Especially the following documents will be available online at
www.kapsch.net/de/ktc/investor_relations on August 19th, 2015 at the latest and
will also be available during the annual general meeting.

- annual financial statements and management report,
- corporate governance report,
- consolidated financial statements and management report for the group,
- proposal for the allocation of the balance sheet profit,
- report of the Supervisory Board, each for the business year 2014/2015;
- proposed resolutions of the management board and the supervisory board as to
the items 2 - 6 of the agenda,
- form for the grant of a proxy, 
- form for the revocation of a proxy, 
- full text of this invitation. 

NOTICE OF THE RIGHTS OF THE SHAREHOLDERS IN ACCORDANCE WITH SECTIONS 109, 110,
118 AND 119 OF THE AUSTRIAN STOCK CORPORATION ACT

Shareholders holding in the aggregate 5 % or more of the share capital and who
have held such shareholding for a period of at least three months before the
application, may request in writing the inclusion and announcement of additional
agenda items for this Annual General Meeting, provided such request is received
by the Company in writing no later than August 19th, 2015 and exclusively to the
address Am Europlatz 2, 1120 Vienna, Austria, Investor Relations Department, Mr.
Marcus Handl. The capacity as shareholder has to be evidenced by submitting a
deposit confirmation pursuant to section 10a of the Austrian Stock Corporation
Act confirming that the shareholders have held their shares for at least three
months prior to making such requests. Such confirmation must have been issued
not earlier than seven days prior to the time of its submission to the Company.
As regards the other requirements of the deposit confirmation, please refer to
the information on the entitlement to participate in the Annual General Meeting.

Shareholders who hold in the aggregate 1 % or more of the share capital may
submit written proposals for resolutions for each agenda item together with
reasoning for their proposal and may request that such proposal including the
reasoning  be made available on the website of the Company, provided such
request is received by the Company no later than August 31st, 2015 via fax at
+43(0)50811 1709 or via mail at Am Europlatz 2, 1120 Vienna, Austria, Investor
Relations Department, Mr. Marcus Handl or via e-mail to
ir.kapschtraffic@kapsch.net. The request must be submitted in a text format,
e.g. PDF, and attached to the e-mail. The capacity as shareholder has to be
evidenced by submitting a deposit confirmation pursuant to section 10a of the
Austrian Stock Corporation Act which must have been issued not earlier than
seven days prior to its submission to the Company. The other requirements as to
content and form of the deposit confirmation are included in the information on
the entitlement to participate in the Annual General Meeting.

Upon request each shareholder is entitled to receive information on the matters
of the Company during the Annual General Meeting, to the extent such information
is necessary for the proper assessment of an agenda item. 

Please send any questions which require extended preparation for them to be
answered to Mr. Marcus Handl duly in advance of the Annual General Meeting in
writing to ensure that the meeting can be conducted in an efficient manner.
Questions can be sent to the Company by e-mail to the address
ir.kapschtraffic@kapsch.net or by telefax at +43 (0) 50811 1709. 

At the Annual General Meeting, each shareholder is entitled to propose motions
on any agenda item. 

Additional information on the rights of the shareholders in accordance with
sections 109, 110, 118 and 119 of the Austrian Stock Corporation Act are
available on the website of the Company at
www.kapsch.net/de/ktc/investor_relations. 


RECORD DATE AND PARTICIPATION IN THE ANNUAL GENERAL MEETING

The entitlement to participate in the Annual General Meeting and to exercise the
voting rights and other shareholders' rights to be exercised in the Annual
General Meeting depends on the shareholdings on the record date, i.e. 12pm
midnight - CEST (Local Time Vienna), August 30th, 2015 (record date).
Only persons who are shareholders on the record date and provide evidence
therefore are entitled to participate in the Annual General Meeting.

In case of deposited bearer shares, the shareholding as of the record date are
to be evidenced by a deposit confirmation in accordance with section 10a of the
Austrian Stock Corporation Act, to be addressed to and received by the Company
not later than September 4th, 2015 exclusively at one of the addresses stated
below.

Via mail        
Kapsch TrafficCom AG
Investor Relations
Attn. Mr. Marcus Handl
Am Europlatz 2
1120 Vienna

Via fax: +43 (1) 8900 500 - 68

Via e-mail anmeldung.kapsch@hauptversammlung.at; whereas the deposit
conformation should be attached to the e-mail in text format, e.g. PDF

Via SWIFT GIBAATWGGMS; Message Type MT598, ISIN AT000KAPSCH9 must be indicated
in the text)

The deposit confirmation must be issued by the bank where the shareholder has
deposited his/her shares with its head office in a state which must be either a
member state of the European Economic Area or a full member of the OECD and must
contain the following information:
- Details of the issuing bank: name / name of company and address or a code used
for transactions between banks;
- Shareholder details: name / name of company, address, date of birth for
individuals, register and register number for legal entities, if applicable;
- Information on the shares: number of the shares ISIN AT000KAPSCH9 held by the
shareholder;
- Deposit number and/or another description; and 
- Time to which the deposit information refers to.The deposit confirmation as
evidence for the shareholding must refer to the record date stated above, i.e.
August 30th, 2015.

Deposit confirmations are accepted in German or in English.


REPRESENTATION BY PROXY

Each shareholder who is entitled to participate in the Annual General Meeting
has the right to appoint a proxy who participates in the Annual General Meeting
to represent such shareholder. The proxy holder attends the Annual General
Meeting on behalf of the shareholder and has the same rights as the shareholder
he/she represents.

The power of attorney must be granted to a specific person (either an individual
or a legal entity) in text form; also several persons may be authorized.

The power of attorney must be addressed to and received by the Company
exclusively at one of the addresses stipulated below by September 08th, 2015 at
4 p.m. at the latest:

Via mail
Kapsch TrafficCom AG
Investor Relations
Attn. Mr. Marcus Handl
Am Europlatz 2
1120 Vienna

Via fax: +43 (1) 8900 500 - 68

Via e-mail: anmeldung.kapsch@hauptversammlung.at, whereas the power of attorney
should be attached to the e-mail in text format, e.g. PDF

In person: in the course of the registration to the Annual General Meeting at
the location of the meeting

After that, the power of attorney or its revocation has to be presented
personally to the registration desk on the day and at the venue of the Annual
General Meeting.

A power of attorney sample and a sample for the revocation of the power of
attorney can be sent to you upon request or you can retrieve it from the
Company's website at www.kapsch.net/de/ktc/investor_relations.

The above provisions for the granting of proxies apply mutatis mutandis to the
revocation of proxies. 

In case a shareholder granted a power of attorney to his/her depositary bank, it
is sufficient if such bank declares that it has power of attorney and provides a
deposit confirmation. For the transmission of this declaration, section 10a
paragraph 3 of the Austrian Stock Corporation Act applies mutatis mutandis.

As a special service, a representative of the "Interessensverband für Anleger"
(IVA, Austrian Association of Investors), 1130 Vienna, Feldmühlgasse 22, is
available to shareholders as an independent representative who is bound by the
shareholders' instructions for exercising voting rights at the Annual General
Meeting; a special form for such power of attorney may be downloaded at the
Company's website at www.kapsch.net/de/ktc/investor_relations. Shareholders may
also contact Mr. Michael Knap of IVA directly by calling +43-1-8763343-0, by fax
at +43-1-8763343-49 or by e-mail Michael.knap@iva.or.at. 

TOTAL NUMBER OF SHARES AND VOTING RIGHTS

At the time of the convocation of the Annual General Meeting the share capital
of the Company amounts to EUR 13,000,000.00 and is divided into 13,000,000
no-par bearer shares. Each share grants one vote. At the time of the convocation
of the Annual General Meeting the Company holds neither directly nor indirectly
own shares. The total number of shares entitled to participate in and vote at
the Annual General Meeting therefore amounts to 13,000,000 shares at the date of
the convocation of the Annual General Meeting.

In order to avoid delays at the entrance checks, shareholders are asked to be
present in due time before the start of the Annual General Meeting. Voting cards
may be collected from 9.30 a.m. on.

Vienna, August 2015
The Management Board


Further inquiry note:
Mag. Marcus Handl	 
Investor Relations
Kapsch TrafficCom AG
Am Europlatz 2, 1120 Wien, Österreich 
Tel.: +43 50811 1120 
E-Mail: ir.kapschtraffic@kapsch.net

end of announcement                               euro adhoc 
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issuer:      Kapsch TrafficCom AG
             Am Europlatz  2
             A-1121 Wien
phone:       +43 1 50811 1122
FAX:         +43 1 50811 99 1122
mail:     ir.kapschtraffic@kapsch.net
WWW:      www.kapschtraffic.com
sector:      Technology
ISIN:        AT000KAPSCH9
indexes:     Prime Market
stockmarkets: official market: Wien 
language:   English
 

Original-Content von: Kapsch TrafficCom AG, übermittelt durch news aktuell

Weitere Meldungen: Kapsch TrafficCom AG

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