Fraport – AGM 26 May 2020
General: The AGM is to be held in the form of a virtual AGM in accordance with the German Law to Mitigate the Consequences of the COVID-19 Pandemic. The physical presence of shareholders or their authorised proxies is not possible. The voting rights may therefore be exercised solely by postal vote or by granting authority to the proxies designated by the Company.
Item 2: On 25 March 2020, the Management Board resolved to amend its proposal for the resolution by the AGM on the appropriation of net profits of the financial year 2019 due to the current developments with regard to the worldwide COVID-19 pandemic and its impact on the Company. Since the Management Board's initial proposal, which provided for the payment of a dividend of EUR 2.00 per share, the intensity of the spread of the coronavirus as well as related travel restrictions have increased significantly, according to the Company. The changed framework conditions have a clearly more negative impact on the business, revenue and earnings situation of the Company than initially expected. The Management Board therefore proposes to the AGM to carry forward the net profits of the financial year 2019 entirely onto other revenue reserves. Given the exceptional crisis the aviation industry is facing, the proposal reflects the Company's focus on preserving liquidity. In view of the recent events relating to COVID-19, ECGS is in favour of postponing decisions on the dividend, reductions or suspensions that would allow companies to avoid liquidity risks or not generate risk for their survival. We recommend support.
Item 6: We recommend to oppose the election of Michael Boddenberg to the Supervisory Board due to our concerns over the insufficient independent representation on the Board.
Item 7: We recommend to oppose the approval of the remuneration system for the Management Board members due to our concerns over the insufficient disclosure on future remuneration amounts and the structure of remuneration that may be paid to Management Board members.
Fraport AG Frankfurt Airport Services Worldwide is an airport operator. Co. is divided into four segments: aviation, which includes airside and terminal management as well as corporate safety and security at the Frankfurt site; retail and real estate, which consists of retailing activities, parking facility and real estate management at Frankfurt Airport; ground handling, which comprises services dealing with passengers, aircraft and cargo; and external activities and services, which comprises Co.'s companies outside the Frankfurt site and auxiliary services in Frankfurt, including information technology and facility management in particular.
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