Notice to participate at the Annual General Meeting of Shareholders of DDM Holding AG
This year’s Annual General Shareholders’ Meeting (the “AGM”) of DDM Holding AG (First North Growth Market: DDM), (the “Company”) will take place on Thursday 23 June 2022 at 11:00 am CEST at the offices of Walder Wyss Ltd, Seefeldstr. 123, 8008 Zurich and will be held in line with art. 27 of the Swiss Federal Council’s Third Ordinance on Measures to Combat the Coronavirus. As a consequence, shareholders can only submit their voting instructions in writing or electronically to the independent proxy. Detailed information on this and the agenda items can be found in the attached invitation to the AGM, also available on the Company’s website, http://ddm-group.ch/investors.
Agenda and Proposals
1. Election of the Chairman for the day
2. Approval of the Annual Report, the Statutory Financial Statements and the Consolidated Financial Statements 2021
3. Appropriation of Available Earnings 2021
4. Discharge of the Members of the Board of Directors and of the Members of the Executive Management
5. Elections:
5.1 Re-Elections of the current Board Members
5.1.1 Jörgen Durban
5.1.2 Erik Fällström
5.1.3 Joachim Cato
5.1.4 Andreas Tuczka
5.2 Re-Election of the Chairman
5.3 Re-Election of the Members of the Remuneration Committee
5.4 Re-Election of the Independent Proxy
5.5 Re-Election of the Statutory Auditors
6. Consultative Vote on the Compensation Report 2021
7. Votes on the Compensation of the Members of the Board of Directors and the Executive Management:
7.1 Compensation for the Members of the Board of Directors for the period from the end of this Annual General Shareholders’ Meeting until the end of the 2023 annual general shareholders’ meeting
7.2 Maximum aggregate amount of variable compensation of the Members of the Executive Management for the business year 2022
7.3 Maximum aggregate amount of fixed compensation of the Members of the Executive Management during the business year 2023
8. Compensation for DDM Group Finance S.A. for Brokerage Services during the business year 2021
9. Extension of authorized share capital
Decision proposals in brief
Re-elections of the current Board members (Agenda item 5.1)
The Board of Directors proposes to re-elect the following current members of the Board of Directors, each for a term of one year ending after completion of the next annual general shareholders’ meeting
5.1.1 Jörgen Durban
5.1.2 Erik Fällström
5.1.3 Joachim Cato
5.1.4 Andreas Tuczka
Re-election of the current Chairman (Agenda item 5.2)
The Board of Directors proposes to re-elect Jörgen Durban as chairman of the Board of Directors for a term of one year ending after completion of the next annual general shareholders’ meeting.
Participation and Voting Rights
Shareholders registered with voting rights in the share register as of the close of business on 10 June 2022, will be authorized to participate exclusively by means of representation by the independent proxy and to vote at the AGM. From close of business on 10 June 2022 up to and including 23 June 2022, no entries will be made in the share register which would create a right to vote at the AGM.
Shareholders who wish to participate by means of representation by the independent proxy at the AGM may either download the registration form via our website http://ddm-group.ch/investors or request a physical copy by e-mail to: Generalversammlung@computershare.ch. The registration form should be completed and returned by mail or e-mail to the following address: Computershare Schweiz AG, General meetings, P.O. Box, 4601 Olten, Switzerland; e-mail: Generalversammlung@computershare.ch as soon as possible but in any case no later than 20 June 2022. Upon receipt of their registration form shareholders will be provided with voting material (including proxy form) for the AGM.
Voting Registration
Shareholders (i) whose shares are registered in accordance with the Articles of Association of the Company in a securities register in accordance with the Swedish Financial Instruments Accounts Act (1998:1479) or otherwise in accordance with Swedish law and (ii) who hold such shares through a nominee must, in order to be entitled to vote by the independent proxy at the AGM, temporarily register the shares in their own name.
For the shares to be re-registered in time, such shareholders should instruct the nominee that manages the shares well in advance of 10 June 2022 for temporary re-registration, so called voting registration. To ensure their registration in time for the AGM, shareholders are therefore kindly invited to issue instructions to their nominee (custodian bank) as soon as possible.
Further Information
For the full invitation to the AGM, including a guideline on how to provide the independent proxy with voting instructions, please see the attached PDF-file or visit http://ddm-group.ch/investors.
For more information, please visit DDM’s website at www.ddm-group.ch or contact:
Florian Nowotny, Chief Executive Officer
Tel: +43 664 100 1243
Fredrik Olsson, Chief Financial Officer
Tel: +41 79 331 30 17
Mail: investor@ddm-group.ch
DDM Holding AG (Nasdaq First North Growth Market, Stockholm: DDM) is a specialized multinational investor in situations arising out of the general strategic challenges in the European banking markets. This includes investments into assets and companies previously held by financial institutions, including performing and non-performing loans and special situations. DDM strives to create value for its stakeholders by combining significant expertise in financial services, credit underwriting and technology with a focus on operational excellence. DDM Holding AG is domiciled in Switzerland and was founded in 2007. DDM Debt AB (publ) (Nasdaq Stockholm: DDM DEBT 2026) is a wholly owned subsidiary of DDM Holding AG. Arctic Securities is DDM Holding AG’s Certified Adviser, address: Regeringsgatan 38, 111 56, Stockholm, Sweden, e-mail: certifiedadviser@arctic.com, tel: +46 8 44686100.
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