Ciba: Shareholders Approved all Motions of the Board
At the Extraordinary General Meeting of Ciba held on 2 December shareholders of Ciba Holding AG approved all motions of the Board of Directors by large majorities. The 700 shareholders in attendance represented 17,946,189 of the votes, or 25.98 percent of the total of 69,064,617 registered shares.
The General Meeting approved the motion of the Board of Directors to amend Article 5 (Share register and restrictions of registration), Article 15 (Proxies) and Article 19 (Special Quorum) of the Articles of Association, thereby meeting one of the conditions for settlement of the BASF Offer. These amendments will come into force when all other conditions of the BASF Offer are met.
In accordance with the motions of the Board of Directors, BASF nominees Hans‑Ulrich Engel, Hans‑Walther Reiners and Jörg Buchmüller were elected to the Board of Directors subject to settlement of the BASF Offer. Their election will be effective from the date of settlement and valid until the next Annual General Meeting.
The current Board of Directors of Ciba will resign at the time of settlement as stipulated in the transaction agreement with BASF.
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