Result of Meeting

LONDON--()--

Altin AG

RESOLUTIONS OF THE EXTRAORDINARY GENERAL MEETING

of Altin AG, which took place on Tuesday, 21 June 2016, starting at 9:00 a.m. (Swiss time) at City Garden Hotel, Metallstrasse 20, CH-6300 Zug, Switzerland.

(Excerpt of the minutes)

Agenda with Resolutions of the Extraordinary General Meeting:

1.1. Capital reduction by nominal value repayment

Alpine Select AG, Zug, and Absolute Invest AG, Zug, propose the following:

  • To reduce the share capital of the Company in the amount of CHF 58'541'510.82 from CHF 58'645'002 (divided into 3'449'706 registered shares with a nominal value of CHF 17.-- each) to CHF 103'491.18 via reduction of the nominal value per share in the amount of CHF 16.97 from CHF 17.-- to CHF 0.03 and to use the nominal value reduction amount for repayment to the shareholders.
  • Acknowledgement according to the special report of the auditors that the creditors' claims are fully covered even after the share capital reduction as required by art. 732 para 2 CO.
  • Amendment of art. 5 of the Articles of Association of the Company as per the date of the entry of the capital reduction in the Commercial Register:
Current wording:   New wording:
Art. 5 Art. 5
The share capital of the Company amounts to CHF 58'645'002.--; it is fully paid-in. The share capital of the Company amounts to CHF 103'491.18; it is fully paid-in.
The share capital is (sub-)divided into 3'449'706 registered shares each with a nominal value of CHF 17.-- The share capital is (sub-)divided into 3'449'706 registered shares each with a nominal value of CHF 0.03.

The Board of Directors proposes to approve the proposal of Alpine Select AG and Absolute Invest AG.

1.2. Resolution of the Extraordinary General Meeting

The Extraordinary General Meeting resolves to approve the proposal of Alpine Select AG and Absolute Invest AG

2.1. Payment of a dividend by partial dissolution of the legal reserve from capital contribution approved by the Federal Tax Authority

Alpine Select AG, Zug, and Absolute Invest AG, Zug, propose the following:

The legal reserve from capital contribution approved by the Federal Tax Authority shall be partially dissolved and distributed to shareholders in the following way:

Payment of a dividend out of the legal reserve from capital contribution approved by the Federal Tax Authority for the business year 2015 in the amount of CHF 7.03 per registered share with a nominal value of CHF 17.-- for 3'449'706 registered shares: CHF 24'251'433.18.

The Board of Directors shall determine the date of such distribution and it is envisaged to execute the repayment of the nominal value as well as the distribution of dividends out of capital contribution reserves simultaneously – prospectively in September 2016.

The Board of Directors proposes to approve the proposal of Alpine Select AG and Absolute Invest AG in the following amended form (amended clause 3 proposes by the Board of Director):

The legal reserve from capital contribution approved by the Federal Tax Authority shall be partially dissolved and distributed to shareholders in the following way:

Payment of a dividend out of the legal reserve from capital contribution approved by the Federal Tax Authority for the business year 2015 in the amount of CHF 7.03 per registered share with a nominal value of CHF 17.-- for 3'449'706 registered shares: CHF 24'251'433.18.

The payment of a dividend is subject to the entry of the capital reduction in the amount of CHF 58'645'002.-- down to CHF 103'491.18 in the Commercial Register pursuant to the motion pertaining to the aforementioned agenda item 1.

The Board of Directors shall determine the date of such distribution and it is envisaged to execute the repayment of the nominal value as well as the distribution of dividends out of capital contribution reserves simultaneously – prospectively in September 2016.

2.2. Resolution of the Extraordinary General Meeting

The Extraordinary General Meeting resolves to approve the proposal of Alpine Select AG and Absolute Invest AG with the amendment as proposed by the Board of Directors.

3. Miscellaneous

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Zug, 21 June 2016

The Chairman: The Secretary:

__________________ __________________

Thomas Amstutz Jurij Benn

Short Name: Altin AG
Category Code: ROM
Sequence Number: 533087
Time of Receipt (offset from UTC): 20160621T145545+0100

Contacts

Altin AG

Contacts

Altin AG