521 shareholders participated in person in the Annual General Meeting of dormakaba Holding AG in Zurich-Regensdorf on 23 October 2018. A total of 2’350’877 registered shares eligible to vote were represented, accounting for 55.97% of the share capital entered in the Commercial Register. All proposals were approved.
Based on the rise in net profit, the Board of Directors proposed that the General Meeting approves the payment of a dividend of CHF 15.00 per share, which is CHF 1.00 per share higher than last year.
The General Meeting approved this distribution, which will be paid entirely from reserves from capital contribution.
The General Meeting also approved the proposed elections and re-elections to the Board of Directors, each for the proposed term of one year: Riet Cadonau was elected as a new Member and Chairman of the Board of Directors, and Jens Birgersson was elected as a new Member of the Board. The existing Members Rolf Dörig, Stephanie Brecht-Bergen, Daniel Daeniker, Karina Dubs-Kuenzle, Hans Gummert, John Heppner, Hans Hess and Christine Mankel were all re-elected to the Board of Directors.
As already announced, Ulrich Graf, who was Chairman of the Board of Directors for twelve years, and Elton SK Chiu, who sat on the Board from 2010, did not stand for re-election. It is intended that Riet Cadonau will continue in his role as CEO of dormakaba Group for two to a maximum of three years in parallel with his role as Chairman of the Board of Directors. Hans Hess takes on the newly created function of Lead Independent Director as well as the Vice Chairmanship.
The existing members of the Compensation Committee, Rolf Dörig, Hans Gummert and Hans Hess, were also re-elected for a one-year term as proposed.
In a consultative vote, the General Meeting also approved the 2017/18 Compensation Report. The proposed maximum compensation for the Board of Directors until the 2019 Annual General Meeting and the proposed maximum amount of compensation for the Executive Committee for the 2019/20 financial year were also approved.
The General Meeting confirmed PricewaterhouseCoopers AG, Zurich, as Auditor for a further one-year term. The lawyer Andreas Keller was also re-elected as independent proxy for a one-year term.
Ulrich Graf, outgoing Chairman of the Board of Directors: “It has been a great honor for me to play a part in shaping the development of dormakaba, and I would like to thank our customers, employees and shareholders for their support. dormakaba’s long-term focus is one of its strengths. As my successor, Riet Cadonau ensures continuity and has the necessary qualities to lead dormakaba successfully into the future. Keeping him on also as CEO for a limited period of time is the right entrepreneurial decision for dormakaba. The newly created function of Lead Independent Director reflects the Board of Directors’ commitment to good corporate governance. The appointment of Hans Hess as Lead Independent Director and the balanced Board of Directors, which includes independent representatives as well as representatives of our anchor shareholder group, will ensure effective strategic management and control. I am convinced that dormakaba’s leadership has an excellent setup and will act in the best interests of all stakeholders.”
Riet Cadonau, new Chairman of the Board of Directors and CEO: “I would like to thank our shareholders very much for the confidence they have shown in the Board and in me at today’s General Meeting. It is a privilege to lead dormakaba. We have developed our company strategically over recent years from an international niche player to a global one-stop-shop. Together with our management, we will continue to be committed to strengthen dormakaba’s market position further in a rapidly changing environment and to create sustainable value for our customers, employees and shareholders.”