EANS-News: Balda AG Extraordinary General Meeting of Balda AG confirms the
supervisory board members
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Corporate news transmitted by euro adhoc. The issuer/originator is solely
responsible for the content of this announcement.
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Annual & Special Corporate Meetings
Subtitle: - U.S.-Hedge Funds fails with motions for dismissal
- Executive and Supervisory Board affirmed necessity to further develop Baldas
operative business
- Executive Board announces special investigation (Sonderprüfung)
Bielefeld (euro adhoc) - Bielefeld, 8 February 2012 - The extraordinary general
meeting of Balda AG, Bad Oeynhausen, today confirmed the members of the
supervisory board in their office. Thereby, the motion of the minority
shareholder Octavian Special Master Fund, L.P., New York, to dismiss the three
members of the board in order to staff it with three of its own candidates,
failed.
With a presence of 76.9 % of the share capital of the company, the motions of
Octavian to dismiss Dr. Michael Naschke (Chairman), Mr. Yu-Sheng Kai and Mr.
Chun-Chen Chen received the required approval of more than 50 % of the votes
cast in none of the three cases. The Supervisory Board members were confirmed in
their office with a clear majority of the votes cast. As a consequence, the
election of the three candidates for the supervisory board proposed by Octavian
were no longer relevant. The U.S-Investor has notified a holding of 5.22 % of
the voting rights in Balda AG.
Dr. Michael Naschke made clear before about 300 shareholders that the current
executive board presided by the Chief Executive Officer Dominik Müser has been
assigned to put the company back on a growth course in order to make Balda
profitable again. The very valuable 16 %-shareholding in the Taiwanese touch
screen producer TPK Holding Co., Ltd. shall be disposed of without haste and in
line with the future strategy of the operative business. CEO Dominik Müser
announced to present a detailed strategy for Balda at the ordinary general
meeting in May.
"I am very happy", Dr. Naschke commented, "that the obvious attempt of Octavian,
to take over the power at Balda in order to sell the TPK shareholding as fast as
possible, has been rejected. The vote of the general meeting is a clear mandate
for the executive and the supervisory board to sustainably and responsibly
further develop Balda.
The Executive Board announced at the general meeting to conduct a special
investigation (Sonderprüfung) in agreement with the Supervisory Board. The
special investigation will deal with the question whether corporate bodies of
Balda AG can be accused of misconduct in connection with the attempts to sell
the shareholding in TPK Holding Co, Ltd. in 2011 and whether the company has
suffered subsequent damages. The results of the special investigation shall be
presented at the ordinary general meeting 2012.
Dominik Müser, Chairman of the Executive Board: "The special investigation is a
necessary step in order to create transparency of the operations in 2011 and, in
the interest of Balda, to end the current speculations and assertions."
Company profile of Balda AG
The Balda Group develops and produces complete plastic assemblies, electronic
products and products for the medical technology industry. Balda´s customers are
leading companies in the pharmaceutical, medical technology, consumer
electronics electronic communications and mobile phone markets. The Group is
internationally positioned with production sites in Germany and Malaysia. A
subsidiary in the USA operates in product design and development. Within the
scope of its shareholding in a leading touchscreen manufacturer in China, Balda
is participating in the dynamic development of the touchscreen displays market.
This Corporate News announcement contains forward-looking statements, which are
based on the current expectations of Balda´s management. They therefore contain
a range of risks and uncertainties because they relate to future events and
depend on circumstances that will occur in the future, such as, for example,
developments in the mobile communications industry, changes in technology and
the ability to timely and successfully develop new products and various other
factors. Balda will neither revise these forward-looking statements nor correct
them in the event of any unexpected development, unless there is a legal
obligation to do so.
This Corporate News announcement represents neither an offer to buy shares nor
an invitation to submit an offer to buy shares in the United States or any other
country. The shares in Balda AG (the "shares") may not be offered or sold in the
United States or to or for the account of U.S. persons (as defined in Regulation
S of the U.S. Securities Act of 1933, in its current version (the "Securities
Act")), unless they are registered or are exempt from registration under the
Securities Act. The shares have not been and will not be registered under the
Securities Act.
Further inquiry note:
Frank Elsner
Frank Elsner Kommunikation für Unternehmen GmbH
Tel.: +49 - 54 04 - 91 92 0
Fax: +49 - 54 04 - 91 92 29
Mail: office@elsner-kommunikation.de
end of announcement euro adhoc
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company: Balda AG
Bergkirchener Str. 228
D-32549 Bad Oeynhausen
phone: +49 (0) 5734 9 22-0
FAX: +49 (0) 5734 922-2747
mail: info@balda.de
WWW: http://www.balda.de
sector: Semiconductors & active components
ISIN: DE0005215107
indexes: CDAX, Prime All Share
stockmarkets: free trade: Berlin, München, Hamburg, Düsseldorf, Stuttgart,
regulated dealing/prime standard: Frankfurt
language: English