Q&A (virtual) Annual General Meeting 2022
The next Annual General Meeting of thyssenkrupp AG will be held at 10.00 a.m. CET (Central European Time) on Friday, February 4, 2022.
An Annual General Meeting must usually be held as an in-person meeting by law. However, under the Act on Measures in Corporate Law, Cooperatives Law, Associations Law, Trust Law, and Real Estate Owner Law to Combat the Effects of the COVID-19 Pandemic of March 27, 2020 in the version of the Reconstruction Aid Act (Aufbauhilfegesetz) of September 15, 2021 (“COVID-19 Act”), legislators have created the possibility of holding an Annual General Meeting as a virtual meeting for as long as the COVID-19 pandemic lasts. Against the background of the ongoing COVID-19 pandemic, this possibility was extended until the end of August 2022.
Unlike an in-person Annual General Meeting, a virtual Annual General Meeting is held without the physical presence of the shareholders or their proxies at the venue, with the exception of the Company’s proxies.
While the right of shareholders to attend in person is excluded in the case of a virtual Annual General Meeting, the existing online facilities for following the meeting have been expanded. In particular, the virtual Annual General Meeting of thyssenkrupp AG will be transmitted for shareholders in full via video and audio on the internet, and shareholders can exercise their voting rights electronically and submit questions beforehand.
Due to how the pandemic is currently evolving, it is once more not foreseeable when it will be possible again to hold an in-person Annual General Meeting safely on the usual scale of 2,500 participants. At the same time, we are required by law to hold the Annual General Meeting of thyssenkrupp AG within the first eight months of the fiscal year. We have therefore decided to stick with February 4, 2022 as the date for the Annual General Meeting and to organize it as a virtual event.
No. Unfortunately this year it is again not possible to attend the Annual General Meeting in person. Instead we would ask you to use our InvestorPortal at www.thyssenkrupp.com/en/investors/annual-general-meeting/ so that you can participate virtually.
All shareholders and interested members of the public can follow the entire Annual General Meeting live on the internet at www.thyssenkrupp.com/en/investors/annual-general-meeting/. The opening of the Annual General Meeting by the Chairman of the Meeting together with the speech by the Executive Board Chairwoman will also be available as a recording on the Company’s website after the Annual General Meeting.
The Annual General Meeting will be held in German. It will also be transmitted with an English translation. You can select your language setting in your browser.
The voting results will be published soon after the end of the Annual General Meeting on the Company’s website at www.thyssenkrupp.com/en/investors/annual-general-meeting/.
No, neither a full documentary record nor full video/audio recordings of the Annual General Meeting are made.
Copies of the speech by the Executive Board Chairwoman and of the speech by the Chairman of the Supervisory Board will be published on the Company’s website at www.thyssenkrupp.com/en/investors/annual-general-meeting/ on the Monday before the Annual General Meeting, i.e. on January 31, 2022.
The Annual General Meeting is the highest decision-making body of a stock corporation and is where, in particular, shareholders can exercise their rights to ask questions and to vote. Each shareholder is entitled to participate in the Annual General Meeting over the internet or be represented by a proxy. Participation is conditional on shareholders presenting confirmation of their shareholding at the record date and registering in good time. The deadlines to be met are announced in the invitation to the Annual General Meeting.
Shareholders will receive information regarding the invitation to the Annual General Meeting from their depositary banks. Using the reply form provided by the depositary bank, shareholders can either authorize the bank to exercise their voting rights or register themselves or a proxy via the depositary bank. Each registered shareholder or proxy then receives confirmation of registration.
The shares issued by thyssenkrupp AG are bearer shares. We therefore do not know the names of our shareholders, and the invitation to the Annual General Meeting is dispatched to shareholders exclusively via their depositary banks. We therefore request our shareholders to contact their depositary bank.
Shareholders who have registered before the deadline but have not received confirmation of registration with the access data to the InvestorPortal are requested to contact the registration office via the email address firstname.lastname@example.org.
A voting right is the right, acquired with the purchase of a share, to take part in the voting on items on the agenda at the Annual General Meeting. All shareholders are entitled to exercise their voting rights. However, by issuing a proxy authorization, shareholders may also assign their voting rights to third parties, in particular to their depositary bank, a shareholders’ association or proxies nominated by the Company. According to the Articles of Association of the Company, each share of stock grants one vote at the Annual General Meeting.
Shareholders may vote by post before the deadline stated in the invitation to the Annual General Meeting or cast postal votes electronically via the InvestorPortal before and during the Annual General Meeting and use the InvestorPortal to change a vote previously cast. Shareholders will receive further information on postal voting together with their confirmation of registration for the Annual General Meeting.
Shareholders who do not wish to participate in the Annual General Meeting personally can be represented by Company-nominated proxies or a third party – in particular their depositary bank or a shareholders’ association – and issue authorization to them before the Annual General Meeting.
In addition to authorization, Company-nominated proxies must also be issued with voting instructions. The authorization and instructions may be issued electronically via the InvestorPortal or in writing by completing the form on the confirmation of registration.
Shareholders may also issue authorization to a person of their choice, a bank or a shareholders’ association. Authorizations may be sent directly to the proxies or electronically to the Company. However, shareholders should make sure beforehand that the selected person, bank or shareholders’ association is prepared to act as a proxy and vote on their behalf. Shareholders will receive details on issuing authorizations and instructions together with their confirmation of registration for the Annual General Meeting.
The AGM service provider does not pass on information to thyssenkrupp AG about the voting instructions shareholders have issued until the last day prior to the Annual General Meeting.
Shareholders can follow a live video and audio transmission of the entire Annual General Meeting on the internet. The speeches by the Chairman of the Meeting and the Executive Board Chairwoman will be broadcast publicly.
Shareholders can exercise their voting rights by casting votes (if applicable via a proxy) electronically via the InvestorPortal, by voting by post or by authorizing a Company-nominated proxy to vote in accordance with their instructions. These options are available in advance of the Annual General Meeting and online during the Annual General Meeting until the start of voting. This enables you to consider the explanations of the Executive Board and their answers to questions when exercising your voting rights.
Registered shareholders also have the opportunity to submit questions to the Executive Board before the Annual General Meeting – by no later than midnight CET on February 2, 2022 – via the InvestorPortal.
The InvestorPortal of thyssenkrupp AG for the virtual Annual General Meeting on February 4, 2022 is available to shareholders at www.thyssenkrupp.com/en/investors/annual-general-meeting/ and is expected to be operational from January 14, 2022.
All questions submitted by shareholders via the InvestorPortal by midnight CET on February 2, 2022 will be answered by the Executive Board and Supervisory Board at the Annual General Meeting. Questions with an identical content may be merged together as part of that.
When questions are answered during the Annual General Meeting, the name of the persons who submitted them are stated (where questions are answered individually) if they explicitly consented to their name being disclosed when they submitted their question. It is pointed out that – as stated at the outset – the entire Annual General Meeting will be transmitted live on the internet and without any access restrictions for shareholders and interested members of the public. Please also observe the “Note on data protection” at https://www.thyssenkrupp.com/en/investors/annual-general-meeting/.
Shareholders can use the InvestorPortal to submit statements relating to the agenda in text form in German (up to 10,000 characters in length) or as a video (up to two minutes in length) for publication on the Company’s website. Shareholders are requested to submit statements, stating their name, by midnight CET on Friday, January 28, 2022. thyssenkrupp AG is not obligated to publish the submitted statements. For more information on submitting statements, please refer to the invitation to the 2022 Annual General Meeting, which can be accessed on the Company’s website at www.thyssenkrupp.com/en/investors/annual-generalmeeting/.
To be able to use the online service at www.thyssenkrupp.com/en/investors/annual-general-meeting/, you must first register for the Annual General Meeting via your depositary bank. Unfortunately it is not possible to register with thyssenkrupp AG directly. You will receive the invitation to the Annual General Meeting and the registration form from your depositary bank. Unfortunately we have no influence over the date at which these documents are sent by your depositary bank. Please note that as a result of the current COVID-19 pandemic there may be delays in postal deliveries. You can reduce such delays by requesting your depositary bank to send you the documents electronically. If you have registered for the Annual General Meeting, you will receive a confirmation of registration. Your access data for the InvestorPortal is printed on the confirmation of registration. When you access the InvestorPortal at www.thyssenkrupp.com/en/investors/annual-general-meeting/, you will be requested to enter this access data. Once you have entered it you will be able to use the online service.
The InvestorPortal can be used on desktop computers and mobile devices. All common browsers are supported.
In addition a DC version of Acrobat Reader should be installed to ensure that the documents accessible via the internet can be displayed.
In the event of technical problems, shareholders can obtain support using the contact details provided on the InvestorPortal.
You will find detailed information on your rights in connection with the Annual General Meeting in the documents “Invitation to the virtual Annual General Meeting 2022” and “Information on shareholders’ rights.” These documents can also be accessed on the internet at www.thyssenkrupp.com/en/investors/annual-general-meeting/.
You will be able to download confirmation of your vote on the InvestorPortal two days after the Annual General Meeting.
You can contact thyssenkrupp Investor Relations on matters relating to the Annual General Meeting:
Infoline for private shareholders: +49 201 844-536367