Board of Directors Puts Dividend and Repeal of Restriction on Voting Rights on Annual General Meeting of Shareholders Agenda

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gategroup

15 Mar, 2012, 06:51 GMT

ZURICH, March 15, 2012 /PRNewswire/ --

  • Board of Directors of gategroup Holding AG announces several agenda items for  the Annual General Meeting of Shareholders, to be held April 18, 2012
  • Proposal of a dividend of CHF 0.80 per registered dividend paying share, free of Swiss withholding tax, funded by a withdrawal from the reserve from capital contribution
  • Proposal to amend Articles of Incorporation to remove restrictions on share transfers and limitations of voting rights for persons or entities holding more than 10% of the registered share capital
  • Proposal for a non-binding consultative vote on the 2011 Compensation Report
  • Five current members of the Board of Directors proposed for re-election and nomination of two new members of the Board - Andrew Gibson, CEO of gategroup, and Remo Brunschwiler, CEO of Swisslog Holding AG
  • The Board also announces its decision to introduce quarterly financial reporting to facilitate performance tracking of gategroup by shareholders and investors

The Board of Directors of gategroup Holding AG, the leading independent global provider of onboard products and services, today confirmed its intention to pay a dividend to shareholders as part of its list of proposed agenda items for the upcoming Annual General Meeting on April 18.

The motion, subject to shareholder approval, calls for the distribution of a dividend payment of CHF 0.80 per registered dividend paying share, free of Swiss withholding tax, funded by a withdrawal from the reserve from capital contribution. As a result of a Swiss tax reform, effective as of January 1, 2011, Swiss tax legislation allows the payment of a dividend without the deduction of 35% Swiss withholding tax if originating from the reserve from capital contribution.  If approved, the dividend will be paid on April 25, 2012.

The dividend proposal follows the statement made in the Chairman's Letter of gategroup's 2011 Annual Report, published February 28, 2012, that the Board would consider a return to shareholders in line with the Company's stated dividend policy and would include the proposal in the invitation to the Annual General Meeting.  

In addition to the dividend proposal, shareholders attending the Annual General Meeting on April 18 will be invited to approve the 2011 Business Report, which incorporates the 2011 Annual Report, the Compensation Report, the Financial Statements and Consolidated Financial Statements. The Board further proposes that the 2011 Compensation Report be presented for a non-binding consultative vote.

Another key agenda item is the proposal to amend the Articles of Association to reduce share transfer restrictions and repeal limitations on voting rights. gategroup's Board proposes to remove the voting right limitation currently placed on persons and entities holding more than 10% of the registered share capital. By removing this limitation, the Board has opted to follow the principle of "one share, one vote" intrinsic to corporate governance best practice.

Separately, the Board has decided to introduce quarterly financial reporting in 2012 with the aim of improving transparency of the business and its performance to shareholders and investors.

Finally, re-election of the current members of the Board for a one year term will be proposed and, in a separate vote, two new candidates are nominated for election to the Board for a one year term: Andrew Gibson, CEO of gategroup, and Remo Brunschwiler, CEO of Swisslog Holding AG.

The invitation to the Annual General Meeting of Shareholders, including full agenda and   associated documentation, will be issued to shareholders on March 23, 2012, and published on the same day in the Swiss Official Gazette of Commerce and on the gategroup website (http://www.gategroup.com).

gategroup Holding AG's Annual General Meeting of Shareholders will take place on Wednesday April 18, 2012, at 10.00am CET at the Radisson Blu Hotel, Zurich-Airport, Switzerland.

Please see the following link on the gategroup web site for the Annual Report 2011 including Financial Statements and additional company information: http://www.gategroupmember.com/index.php?option=com_content&view=article&id=498&Itemid=228

About gategroup:

gategroup is the leading independent global provider of onboard services to companies that serve people on the move. gategroup comprises the following brands: deSter, eGate Solutions, Gate Aviation, Gate Gourmet, Gate Safe, Harmony, Performa, potmstudios, Pourshins and Supplair. Shares of Zurich-based gategroup are traded on the SIX Swiss Exchange under the symbol GATE. Please visit our website at http://www.gategroup.com