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Männedorf, Switzerland, April 17, 2018 - The Annual General Meeting of Tecan Group Ltd. (SIX Swiss Exchange: TECN) has today endorsed all motions proposed by the Board of Directors. The shareholders approved the Annual Report, the financial statements and the consolidated financial statements, and granted discharge to the Board of Directors and the Management Board. They also agreed to an increase in the dividend from CHF 1.75 to CHF 2.00 per share. The payout will take place on April 23, 2018.
Elections to the Board of Directors
The shareholders elected two new members of Tecan's Board of Directors, Dr. Lukas Braunschweiler and Dr. Daniel R. Marshak and subsequently, Lukas Braunschweiler was elected as the new Chairman of the Board of Directors. All members of the Board of Directors who stood for re-election were confirmed by the shareholders for a further term: Heinrich Fischer, Dr. Oliver Fetzer, Lars Holmqvist, Dr. Karen Huebscher and Dr. Christa Kreuzburg. The shareholders also confirmed Christa Kreuzburg and Oliver Fetzer as members of the Compensation Committee and elected Daniel R. Marshak as a new member of it.
As already announced in October 2017, Rolf Classon, Chairman of the Board of Directors since 2009, and Gérard Vaillant, a member of the Board of Directors since 2004, did not stand for re-election. Heinrich Fischer, Vice-Chairman of the Board of Directors, warmly thanked the departing members on behalf of the Board for their service over many years. He commented: "Tecan is now well set up for continued successful development over the coming years. Rolf Classon and Gérard Vaillant have made an extraordinarily valuable contribution toward this. We are very glad to have been able to gain two highly successful managers with international experience, Lukas Braunschweiler and Daniel R. Marshak, as new members of Tecan's Board of Directors."
Amendment to the Articles of Incorporation on renewal of the authorized capital approved
The Annual General Meeting also approved an amendment to the Articles of Incorporation to renew the authorized capital. The shareholders had most recently approved the creation of authorized capital at the Annual General Meeting on April 13, 2016, with validity for the two years up to the 2018 Annual General Meeting. By doing this, they authorized the Board of Directors to increase the company's share capital by just under 20% and to rule out subscription rights to any of the newly created shares. At this year's Annual General Meeting, the Board of Directors proposed the extension of the authorized capital to April 17, 2020, with the innovation that subscription rights could now be ruled out only for just under 10% of the newly issued shares. This modification reduces the risk of the future profits and voting rights of current shareholders being diluted and helps to further improve Tecan's corporate governance. As a general rule, extending the authorized capitals enables the Company to retain additional entrepreneurial freedom and flexibility to exploit external growth opportunities.
Other proposals also approved
The shareholders voted on the conditions governing the compensation of the Board of Directors and Management Board in the coming year, as required by the Swiss Ordinance Against Excessive Compensation in Listed Companies (OeEC). They made a binding decision to endorse the proposed maximum total amount of compensation for the Management Board for fiscal year 2019 and also, for the Board of Directors, for the period until the 2019 Annual General Meeting. The 2017 Compensation Report, which was submitted for an advisory vote, was also accepted by shareholders.
Ernst & Young AG, Zurich, was reappointed as the statutory auditors for fiscal year 2018.
Shareholders approved the motion proposed by the Board of Directors to appoint Proxy Voting Services GmbH, Zurich, as the independent proxy for the period up to the close of Tecan Group Ltd.'s 33rd Annual General Meeting in 2019.
Next key date
Tecan will publish the 2018 Interim Report on August 16, 2018.
Tecan (www.tecan.com) is a leading global provider of laboratory instruments and solutions in biopharmaceuticals, forensics and clinical diagnostics. The company specializes in the development, production and distribution of automated workflow solutions for laboratories in the life sciences sector. Its clients include pharmaceutical and biotechnology companies, university research departments, forensic and diagnostic laboratories. As an original equipment manufacturer (OEM), Tecan is also a leader in developing and manufacturing OEM instruments and components that are then distributed by partner companies. Founded in Switzerland in 1980, the company has manufacturing, research and development sites in both Europe and North America and maintains a sales and service network in 52 countries. In 2017, Tecan generated sales of CHF 548 million (USD 560 million; EUR 494 million). Registered shares of Tecan Group are traded on the SIX Swiss Exchange (TECN; ISIN CH0012100191).
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