Kuoni Reisen Holding AG: Invitation to the Extraordinary General Meeting of Shareholders of 2 May 2016
OREANDA-NEWS. Ulf Berg, who is being proposed for election as the new Chairman of the Board of Directors, has a successful track record in business and is an expert in public corporate governance. He holds a degree in engineering (Dipl.-Ing.) and a doctorate in mechanical engineering. He worked in executive positions at ABB, Gavazzi, SIG and industrial company Sulzer, where he first served as CEO and then as Chairman. He is a board member of Bobst and Chairman of EMS Chemie. Ulf Berg has a wealth of experience in company restructurings, takeovers and integrations. Ulf Berg is partner at the investment company BLR & Partners Ltd. of Zurich/Thalwil and serves on the boards of various EQT portfolio companies.
EQT is also proposing that shareholders elect Michael Bauer as its second representative on the Board of Directors. Since 2009 he is Partner at Investment Advisor EQT Partners in Zurich, where he is amongst others managing EQT’s Swiss presence. He is the responsible Partner at EQT Partners for the Kuoni acquisition and further serves on a number of EQT portfolio company boards as owner representative. Michael Bauer holds a degree in Business Administration from the University of St. Gallen (lic.oec.HSG).
The Kuoni and Hugentobler-Foundation proposes that shareholders elect Prof. Dr. iur. Dr. h.c. Thomas Geiser as a Member of the Board of Directors of Kuoni. After having served for many years at the Swiss Federal Office of Justice and the Swiss Federal Supreme Court in Lausanne, Thomas Geiser became a Professor of Private and Commercial Law at the University of St. Gallen (HSG) and the Managing Director of the Research Institute for Economic and Labour Law FAA-HSG in 1995. Thomas Geiser has been a member of the Foundation Council of the Kuoni and Hugentobler-Foundation since 2002 and therefore followed Kuoni’s development since many years. The Kuoni and Hugentobl
The Annual General Meeting of Shareholders of Kuoni Travel Holding Ltd announced for 26 April 2016 will be postponed. It will take place at a later date, which will be announced in due course.
The following agenda items are being presented for voting to the Extraordinary General Meeting of Shareholders of 2 May 2016:
1.1 Election of the Board of Directors
1.1.1 Election of Ulf Berg
1.1.2 Election of Michael Bauer
1.1.3 Election of Thomas Geiser
1.2. Election of Ulf Berg as Chairman of the Board of Directors
1.3 Election of the Members to the Compensation Committee
1.3.1 Election of Ulf Berg
1.3.2 Election of Michael Bauer
2. Amendments of the Articles of Incorporation
- Article 3bis Conditional Share Capital
- Article 5 Share Register, Restrictions on Transfer of Shares, Nominees
- Article 13 Right to Vote, Representation of Shareholders
- Article 14 Independent Proxy
- Article 16 Supermajority for Important Resolutions
The official, complete and legally binding invitation to the Extraordinary General Meeting of Shareholders of Kuoni Travel Holding Ltd with all agenda items, proposals and explanations by the Board of Directors is being sent today or via the online platform to shareholders registered in the share register, and is being published in the Swiss Commercial Gazette (Schweizerisches Handelsamtsblatt). This announcement is not an invitation to the Extraordinary General Meeting.