EQS Post-admission Duties announcement: AUSTRIACARD HOLDINGS AG /
Publication according to § 119 (9) BörseG
AUSTRIACARD HOLDINGS AG: Other issuer/company information
24.06.2025 / 17:26 CET/CEST
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Vienna, 24 June 2025
AUSTRIACARD HOLDINGS AG: RESOLUTION OF THE ANNUAL GENERAL MEETING HELD ON
24 JUNE 2025 ON THE AUTHORIZATION TO AQUIRE OWN SHARES PURSUANT TO SEC 65
PARA 1 NO 4 AND 8 AS WELL AS PARA 1A AND 1B OF AUSTRIAN STOCK CORPORATION
ACT (AKTG)
Public disclosure of the resolution of the annual general meeting held on
24 June 2025 on the authorization to acquire own shares pursuant to
Sec 119 para 9 of the Austrian Stock Exchange Act (BörseG) and 4.1.1.(14)
of ATHEX Rulebook
At the annual general meeting of AUSTRIACARD HOLDINGS AG held on 24 June
2025, the following resolution regarding the acquisition of own shares was
adopted under agenda item 9:
„a. The authorizations granted by resolution of the annual general meeting
on 30 June 2023 under agenda item 7 are revoked to the extent not yet
used.
b. The management board shall be authorized for a period of 30 months from
the date of today’s resolution in accordance with Sec 65 para 1 no 4 and 8
and para 1a and 1b AktG to acquire own shares of the Company.
The consideration to be paid per share when acquiring shares must not be
lower than EUR 1.00 (i.e., the calculated proportion of the share capital
per share) and must not be more than 20% above the volume-weighted average
price of the last 20 trading days preceding the respective purchase. The
management board is authorized to determine the terms of reacquisition.
Trading in own shares is excluded as a purpose for purchase.
The management board may exercise this authorization within the statutory
limits on the maximum number of own shares either once or on several
occasions up to 10% of the share capital, provided that the percentage
amount of the share capital of the Company relating to shares held by the
Company on account of this authorization or otherwise does not exceed 10%
of the share capital at any time. Repeated exercise of this authorization
is permissible. Also, it may be exercised for one or several purposes by
the Company, by a subsidiary (Sec 189a no 7 Austrian Commercial Code) or
by third parties acting on behalf of the Company.
The acquisition may take place at the discretion of the management board,
with the consent of the supervisory board, via the stock exchange or a
public offer or in any other legally permissible, appropriate manner, in
particular, also under exclusion of the shareholders‘ pro-rata rights of
re-purchase (reverse exclusion of subscription rights).
c. The management board is also authorized to dispose of the acquired own
shares without an additional resolution by the general meeting via the
stock exchange or a public offer and to determine the terms of disposal.
d. Further, the management board is authorized for the period of five
years from the date of today’s resolution in accordance with Sec 65 para
1b AktG, to adopt a resolution, subject to the consent of the supervisory
board, on the disposal of own shares using a different legally permitted
method of disposal than via the stock exchange or a public offer and on an
exclusion of pre-emption rights (subscription rights) of shareholders, and
to determine the terms and conditions of the disposal of own shares. This
authorization includes, in particular, but is not limited to, the transfer
of own shares by using a different legally permitted method of disposal
than via the stock exchange or a public offer for the following purposes:
(i) transferring shares to employees, senior executives as well as members
of the management board of the Company or its subsidiaries (Sec 189a no 7
Austrian Commercial Code) for remuneration purposes, and (ii) use as
consideration in connection with the (also indirect) acquisition of
businesses, parts of businesses or participations in one or more companies
both nationally and internationally.
e. In addition, the management board is authorized to cancel the own
shares acquired in whole or in part without an additional resolution by
the general meeting with the consent of the supervisory board. The
cancelation causes a capital reduction by the portion of the share capital
that is attributable to the canceled shares.
f. These authorizations (items b.-e.) may be used once or on several
occasions, in whole or in part, individually or jointly.”
ABOUT AUSTRIACARD HOLDINGS AG
AUSTRIACARD HOLDINGS AG leverages over 130 years of experience in
information management, printing, and communications to deliver secure and
transparent experiences for its customers. They offer a comprehensive
suite of products and services, including payment solutions,
identification solutions, smart cards, card personalization, digitization
solutions, and secure data management. ACAG employs a global workforce of
2,400 people and is publicly traded on both the Athens and Vienna Stock
Exchanges under the symbol ACAG.
Issuer: AUSTRIACARD HOLDINGS AG
Lamezanstraße 4-8
1230 Vienna
Austria
Contact person: Markus Kirchmayr, GROUP CFO
Tel.: +43 1 61065 – 352
E-Mail: [email protected]
Website: www.austriacard.com
ISIN(s): AT0000A325L0
Stock Exchange(s): Vienna Stock Exchange (prime market)
Athens Exchange (main market)
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24.06.2025 CET/CEST
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Language: English
Company: AUSTRIACARD HOLDINGS AG
Lamezanstraße 4-8
1230 Vienna
Austria
Internet: https://www.austriacard.com/
End of News EQS News Service
2159894 24.06.2025 CET/CEST
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