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Corporate Governance – portrayed in the individual cultural and legal framework, from the standpoint of equity capital.

VIPsight is a dynamic photo archive, sorted by nations and dates, by and for those interested in CG from all over the world.

VIPsight offers, every month:
transparent and independent current information / comments / facts and figures on corporate governance locally and internationally,

  • written by local CG experts,
  • selected and structured by the Club of Florence,
  • financed by its initiator VIP and other sponsors with a background of “Equity and Advisory” interests.

VIPsight International

Article Index



Capital News


The shareholders of Aareal Bank consented at the AGM on 19 May to creation of a new authorized capital and on authorization for the board to issue convertible and/or option bonds. Both of these are reserve decisions; at the moment there are no specific plans for making use of the authorizations.

Shareholders in Commerzbank almost unanimously authorized the board to increase the registered capital, possibly excluding subscription rights. By a 98.3% vote, they allowed the board the possibility of at least partly exchanging the SoFFin silent contribution for its own shares in order thereafter to place them on the market. Shareholder association Schutzgemeinschaft das Kapitalanleger had opposed the management proposal, which it saw as depriving shareholders of their voice. CEO Martin Blessing will start repaying the €16.4 billion by 2012 at latest.


The Fresenius AGM on 12 May agreed to a change in legal form into a KGaA and a conversion of the preference shares to ordinary ones. Ordinary shareholders agreed by a 98% majority, and preference shareholders by a 94% majority, to a proposal to this effect by the board and Supervisory Board. Accordingly, all the non-voting preference shares in the health group were obligatorily converted in a 1:1 ratio into ordinarily voting shares. Some shareholders had their objections minuted. They complained of the influence of the Else Kröner-Fresenius Foundation, which would still remain in being even at a 10% holding.


K+S shareholders again rejected a management-proposed capital framework at the AGM on 11 May. The proposals would have authorized the company to sell bonds to a nominal amount of up to €1.5 billion and to create a new authorized capital. Only 43.75% of the 56.23% of registered capital in attendance voted in favour. Current major shareholders in the Kassel salt and fertilizer producer are Russian investor Andrei Melnichenko’s company Eurochem at round 15%, and BASF with 10%.


On 12 May SolarWorld began a buyback of its own shares. The board had decided on that date to make use of the authorization from the 20 May 2009 AGM to buy up to 10% of its own registered capital. The repurchase is time-limited till 20 November.