The Annual Shareholders' Meeting will take place on Wednesday, May 31, 2023 at 10:00 a.m. (Central European Summer Time - CEST) at the administrative headquarters of Evonik Industries AG, Essen, as a virtual Annual Shareholders' Meeting without physical presence of the shareholders or their proxies (with the exception of the proxies designated by the Company).
The Executive Board of Evonik Industries AG has decided, with the consent of the Supervisory Board, to hold the Annual Shareholders’ Meeting as a virtual Annual Shareholders’ Meeting without the physical attendance of the shareholders or their representatives at the place of the meeting.
Physical attendance of shareholders or their representatives (except for the proxies designated by the Company) is therefore excluded. This decision is based on Section 26n Paragraph 1 of the “Einführungsgesetz zum Aktiengesetz” (EGAktG) (the introductory act to the German Stock Corporation Act), under which the Executive Board may decide, with the consent of the Supervisory Board, that shareholders’ meetings convened up to and including on August 31, 2023, will be held as a virtual shareholders’ meeting in accordance with Section 118a of the German Stock Corporation Act (AktG). Section 118a of the German Stock Corporation Act (AktG) and the other corresponding new statutory provisions on holding a virtual shareholders’ meeting were introduced by the “Gesetz zur Einführung virtueller Hauptversammlungen von Aktiengesellschaften und Änderung genossenschafts- sowie insolvenzund restrukturierungsrechtlicher Vorschriften” (the German act on the introduction of virtual shareholders’ meetings at stock corporations and amendment of cooperative and insolvency and restructuring regulations) (Federal Law Gazette I no. 27 2022, p. 1166 et seq.) and came into force on July 27, 2022.
At an attendance shareholders' meeting, each shareholder may attend the meeting in person or through a proxy "on site". This is excluded at the virtual shareholders' meeting. It takes place without physical presence of the shareholders and their proxies. The legislator has permanently created this possibility with the German Act on the introduction of virtual shareholders’ meetings at stock corporations and amendment of cooperative and insolvency and restructuring regulations) (Federal Law Gazette I no. 27 2022, p. 1166 et seq.).
At the virtual Shareholders’ Meeting, shareholders exercise rights via the Online-Service on the day of the Annual Shareholders’ Meeting. The virtual Annual Shareholders' Meeting of Evonik Industries AG will be broadcast entirely live in video and audio for shareholders in the Online-Service, shareholders can exercise their voting rights there electronically and ask questions in speeches.
The registration procedure for the virtual shareholders' meeting does not differ from that of a meeting by presence: Shareholders who are entered in the share register in good time receive the invitation to the shareholders' meeting by post or e-mail. Together with the invitation, a registration form is made available to shareholders. They must register with the Company within a certain period, e.g. by returning the completed form or via the Online-Service. Shareholders who are not registered for the e-mail delivery of the invitation to the Annual Shareholders' Meeting will find the access data for the Online-Service, which includes the registration and the granting of proxy and voting instructions, in the invitation. The other shareholders use their self-chosen access password and their shareholder number, which is also stated in the invitation e-mail. With the publication of the invitation to the Annual Shareholders' Meeting in the Federal Gazette on April 17, 2023, the invitation brochure and other documents will be available on the Internet.
The registration deadline is Wednesday, May 24, 2023 (12.00 midnight (Central European Summer Time - CEST)).
After registration in good time (see question 5) Shareholders can exercise their voting rights by postal vote or by granting power of attorney and instructions to the voting proxies designated by the Company, to an intermediary, a shareholders’ association, a proxy advisor or to a person with equivalent status, in each case in paper form and in electronic form via the Online-Service. It is also possible to change the postal vote or instructions via the Online-Service until the day of the Annual Shareholders’ Meeting, namely up to the time determined by the chairman of the meeting during the Annual Shareholders’ Meeting; the chairman of the meeting will point this out in good time.
The invitation will be sent out from May 5, 2023.
All shareholders entered in the Evonik Industries AG share register are invited to the Annual Shareholders' Meeting. The invitation will be sent out from May 5, 2023. A further mailing is sent three weeks before the Annual Shareholders' Meeting, on May 10, 2023.
Shareholders registered after this deadline will no longer receive a letter but still can register for the Annual Shareholders' Meeting by the deadline date for registration (May 24, 2023, 12.00 midnight CEST - receipt by the Company), stating their shareholder number, name, address and date of birth. For this purpose, the shareholder can contact the shareholders’ hotline.
The shareholders’ hotline is also available for other questions regarding registration for the Annual Shareholders' Meeting. If a shareholder has not received the expected registration documents, the hotline can be used, for example, to check whether the shareholder's registration has been properly completed. The telephone number of the hotline is +49 1802-739 376. Calls cost €0.06 per call from all German networks.
The Financial Report 2022 is available on the website of Evonik Industries AG as an online version. Shareholders who would like a printed copy may order one by calling the hotline on +49 1802 - 739 376. Calls cost €0.06 from all German networks.
Shareholders of Evonik Industries AG can follow the Annual Shareholders' Meeting live and in full on the Online-Service. If you are not already registered to receive the invitation to the Annual Shareholders' Meeting by e-mail, you will find the access data for the Online-Service in the invitation, which will be sent out from May 5, 2023. The opening of the Annual Shareholders' Meeting by the Chairman of the Meeting and the speech by the Chairman of the Executive Board will also be broadcast publicly at www.evonik.com/annual-shareholders-meeting without requiring access data.
Only those shareholders registered in the share register are, vis à vis the Company, deemed to be shareholders of the Company. An unregistered shareholder may not register for the Annual Shareholders' Meeting in person. The exercise of voting rights therefore requires the issue of a corresponding power of attorney by the person entered in the share register instead of the person entered as the beneficiary.
Shareholders who have duly submitted the application for registration and are connected to the Annual Shareholders’ Meeting electronically and their representatives have a right to speak and request information at the Annual Shareholders’ Meeting by means of video communication as set out in the invitation in more detail.
Speeches can be made during the Annual Shareholders’ Meeting at the request of the chairman of the meeting via the Online-Service, accessible via the Internet address at www.evonik.com/asm-services.
Shareholders can obtain online access by entering their Shareholder Number and their personal access password. The shareholders' proxy representatives use the access data sent to them.
After the Annual Shareholders' Meeting Shareholders can download a voting confirmation in the Online-Service.
For fiscal 2022, the Executive Board and the Supervisory Board propose that the Annual Shareholders' Meeting approve a dividend of €1.17 on each share of no-par value entitled to the dividend.
Evonik offers its shareholders an Online-Service for the registration for email dissemination of the invitation to the Annual Shareholders' Meeting as well as for granting proxy authority and issuing voting instructions or postal vote.
Phone: +49 1802 - 739 376
€0.06 per call from the landline network of Deutsche Telekom, call charges from German mobile networks max. €0.42 per minute.