Home Shareholders' rights of participation Shareholders' rights of participation Re­stric­tion of vot­ing rights, vot­ing by proxy Hold­ers of reg­is­tered shares are reg­is­tered on re­quest in the Com­pa­ny's share reg­is­ter, sub­ject to their sig­na­ture of a writ­ten state­ment ex­pressly con­firm­ing that they have ac­quired the shares in their own name and for their own ac­count. Share cap­i­tal held by any sin­gle nom­i­nee must not ex­ceed 2% of the Com­pa­ny's to­tal is­sued share cap­i­tal. The Board of Di­rec­tors can per­mit reg­is­tra­tion of nom­i­nees hold­ing shares (with vot­ing rights) in ex­cess of this limit, pro­vided that the said nom­i­nees dis­close the names, ad­dresses, na­tion­al­i­ties and share­hold­ings of the per­sons for whose ac­count they are hold­ing 2% or more of the Com­pa­ny's is­sued share cap­i­tal. No reg­is­tra­tions ex­ceed­ing the 2% limit were made dur­ing the year un­der re­view. Vot­ing rights can only be ex­er­cised if the share­holder is reg­is­tered (with vot­ing rights) in ORIOR AG's share reg­is­ter. A share­holder with vot­ing rights can have him­self rep­re­sented at the Gen­eral Meet­ing by writ­ten proxy, ei­ther by a rep­re­sen­ta­tive ap­pointed by him or by the in­de­pen­dent proxy. All shares held by a share­holder can only be rep­re­sented by one per­son. Per­sons who have been in­volved in the Com­pa­ny's man­age­ment in any way what­so­ever must ab­stain from vot­ing on res­o­lu­tions grant­ing dis­charge to the Board of Di­rec­tors. The Com­pa­ny's Ar­ti­cles of As­so­ci­a­tion con­tain no other vot­ing re­stric­tions and their pro­vi­sions on vot­ing by proxy con­form to Swiss law. Statu­tory quo­rum Un­less oth­er­wise stip­u­lated by manda­tory law or by pro­vi­sions con­tained in the Ar­ti­cles of As­so­ci­a­tion, the Gen­eral Meet­ing of Share­hold­ers passes its res­o­lu­tions and con­firms elec­tions by an ab­solute ma­jor­ity of the votes rep­re­sented. Should the first bal­lot in any elec­tion fail to pro­duce a valid re­sult and if more than one can­di­date is stand­ing for elec­tion, the Chair shall or­der a sec­ond bal­lot that will be de­cided by a rel­a­tive ma­jor­ity. Con­ven­ing of Gen­eral Meet­ing Or­di­nary Gen­eral Meet­ings are con­vened by the Board of Di­rec­tors and must be held an­nu­ally within six months of the close of the Com­pa­ny's fis­cal year. In­vi­ta­tions must be sent not less than 20 days prior to the date of the meet­ing. Ex­tra­or­di­nary Gen­eral Meet­ings shall take place as nec­es­sary, in par­tic­u­lar in those cases stip­u­lated by law. Share­hold­ers rep­re­sent­ing a to­tal of not less than 10% of the share cap­i­tal are en­ti­tled to de­mand an Ex­tra­or­di­nary Gen­eral Meet­ing at any time, which must be in writ­ing and state grounds and agenda items, mo­tions for res­o­lu­tion and, in the case of elec­tions, names of pro­posed can­di­dates. Gen­eral Meet­ings are called by the Board of Di­rec­tors or, if nec­es­sary, by the au­di­tors or a liq­uida­tor. In­clu­sion of agenda items pro­posed by share­hold­ers One or more share­hold­ers whose com­bined share­hold­ings rep­re­sent in the ag­gre­gate not less than 10% of the Com­pa­ny's share cap­i­tal or an ag­gre­gate par value of not less than CHF 1 mil­lion can de­mand in­clu­sion of an item in the agenda of a Gen­eral Meet­ing. Such a de­mand must be re­ceived in writ­ing by the Com­pa­ny's Board of Di­rec­tors at the lat­est 60 days prior to the date of the meet­ing, stat­ing the agenda item and the mo­tions pro­posed by the share­holder(s). En­tries into share reg­is­ter Un­less other cut-off dates are stip­u­lated by the Board of Di­rec­tors, no en­tries into the share reg­is­ter are per­mit­ted as from the date of dis­patch of the in­vi­ta­tions to the Gen­eral Meet­ing un­til the day af­ter the date of the meet­ing. Corporate Governance ORIOR Group is committed to best practices in corporate governance with a high level of transparency. Learn more Articles of Association Articles of Association of ORIOR AG Read more Excellence in Food ORIOR AGDufourstrasse 1018008 Zurich Tel: +41 44 308 65 00info@orior.ch GTC Imprint Disclaimer Privacy Policy Investor Relations This website uses cookies We use cookies to ensure that you have the best possible experience on our website. By continuing, you are agreeing to our Privacy Policy. Data protection Close