EANS-News: OMV Aktiengesellschaft
Notification to the Annual General Meeting
2011
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Annual & Special Corporate Meetings/OMV / Oil / Gas / Austria
Wien (euro adhoc) - OMV Aktiengesellschaft publishes according to Section 65 sub-section 1a Stock Corporation Act the following resolution adopted by the shareholders´ general meeting on May 17, 2011:
1. Authorization of the Executive Board to repurchase the Company´s stock
The Executive Board is authorized to repurchase: a) bearer shares of no par value equal to a maximum of 10% of the Company´s capital stock, in accordance with section 65(1)(8) Stock Corporation Act, b) within 30 months of the date of the adoption of the resolution by the General Meeting, c) for a minimum consideration per share being at the utmost 30% lower than the average, unweighted market closing price over the preceding ten trading days and a maximum consideration per share being at the utmost 30% greater than the average, unweighted market closing price over the preceding ten trading days.
Such repurchases may take place via stock exchange or public offering or by other legal means, and for any legal purpose. The Executive Board shall also be authorized to cancel stock repurchased or already held by the Company without further resolution of the General Meeting. The Supervisory Board shall be authorized to adopt amendments to the Articles of Association arising from the cancellation of shares. The authorization replaces the authorization granted by resolution of the Annual General Meeting held on May 13, 2009 on Item 3 of the agenda for a period of 30 months from resolution, to repurchase and utilize shares in the Company - insofar as this has not been used already.
2. Authorization of the Executive Board to utilize treasury stock and to dispose of it also by other means than via stock exchange or public offering
The Executive Board is authorized to dispose of own stock repurchased or already held by the Company, in accordance with section 65(1b) in conjunction with sections 169-171 Stock Corporation Act, within five years of the adoption of the resolution, i.e. up to and including May 16, 2016, subject to the approval of the Supervisory Board but not to any further resolution of the General Meeting, also by other means than via stock exchange or public offering, and to dispose or utilize such stock, in particular: a) to satisfy stock options or long-term incentive plans for employees, senior employees and members of the Company´s Executive Board or the management boards of its affiliates, or other employee stock ownership plans, b) to satisfy any convertible bonds issued by the Company, c) as consideration for the acquisition of companies, equity interests or other assets, d) for any other legal purpose, and to exclude the general purchasing possibility of shareholders; such authorization to be exercisable as a whole or in parts.
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company: OMV Aktiengesellschaft
Trabrennstraße 6-8
A-1020 Wien
phone: +43 1 40440/21600
FAX: +43 1 40440/621600
mail: investor.relations@omv.com
WWW: http://www.omv.com
sector: Oil & Gas - Downstream activities
ISIN: AT0000743059
indexes: ATX Prime, ATX
stockmarkets: official market: Wien
language: EnglishContact:
OMV
Investor Relations:
Angelika Altendorfer-Zwerenz
Tel. +43 1 40 440-21600
e-mail: investor.relations@omv.com
Media Relations:
Michaela Huber
Tel. +43 1 40 440-21661
e-mail: media.relations@omv.com
Internet Homepage: http://www.omv.com
Branche: Oil & Gas - Downstream activities
ISIN: AT0000743059
WKN: 874341
Index: ATX Prime, ATX
Börsen: Wien / official market