Press Releases
16 October 2009
Extraordinary General Meeting of Volkswagen Aktiengesellschaft in Hamburg on December 3, 2009
- Proposal to shareholders to adopt resolution authorizing issue of new preferred shares
- Milestone on the way to an integrated automotive group with Porsche
WOLSFBURG — Volkswagen Aktiengesellschaft is inviting its ordinary and preferred shareholders to attend an Extraordinary General Meeting in Hamburg on Thursday, December 3, 2009. The agenda includes a proposal to adopt a resolution authorizing the issue of new preferred shares. This would allow the Volkswagen Group to maintain its medium term financial flexibility while at the same time safeguarding its good rating over the long term.
According to the Agenda published today (Friday), the Supervisory Board and the Board of Management propose to shareholders to adopt a resolution authorizing the Board of Management to increase the share capital of the Company up to December 2, 2014, with the consent of the Supervisory Board, by issuing up to a maximum of 135 million new non-voting preferred bearer shares against cash contributions on one or more occasions. All shareholders are to be granted preemptive rights to the new shares issued. An increase in the preferred share capital is planned for the first half of 2010; details will be announced in good time prior to implementation. The envisaged capital increase is to secure refinancing of the planned participation in Porsche AG and therefore represents a milestone on the way to an integrated automotive group with Porsche.
A proposal will also be put to the shareholders concerning the creation of rights of appointment for the State of Lower Saxony. The shareholders are to decide whether the Articles of Association should be amended to entitle the State of Lower Saxony to appoint two members of the Supervisory Board of the Company for as long as the State of Lower Saxony directly or indirectly holds at least 15 percent of the Company’s ordinary shares. Furthermore, a proposal will be submitted for approval whereby resolutions by the General Meeting that are required by law to be adopted by a qualified majority will continue to require a majority of more than 80 percent of the share capital represented when the resolution is adopted.
In addition, the Supervisory Board proposes to elect Dr. Hans Michel Piëch and Dr. Ferdinand Oliver Porsche as members of the Supervisory Board, in each case for a full term of office. Both were appointed in August by the courts to succeed the former Supervisory Board members Dr. Wendelin Wiedeking and Holger P. Härter and have been members of the Supervisory Board since then.
The full text of the invitation to the Extraordinary General Meeting has been published in the Electronic Federal Gazette and on the Internet at www.volkswagenag.com/ir/egm.
