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Corporate news transmitted by euro adhoc. The issuer/originator is solely
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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
Quelle: OTS
News OTS
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