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Annual General Meeting of Aareal Bank AG supports the current Supervisory Board, rejects partial replacement of Supervisory Board members

The Annual General Meeting of Aareal Bank AG has rejected the partial replacement of Su-pervisory Board members, as proposed by two shareholders.

  • Demand for removal of Supervisory Board members has failed
  • Shareholders formally approved the activities of the Management Board and the Supervisory Board for the 2020 financial year, with clear majorities
  • No majority for proposed Management Board remuneration system – revision announced
  • Shareholders resolve dividend of € 0.40 per share for the 2020 financial year

Wiesbaden, 18 May 2021 – The Annual General Meeting of Aareal Bank AG has rejected the partial replacement of Supervisory Board members, as proposed by two shareholders. At today's virtual Annual General Meeting, approx. 69 per cent of the share capital present at the Meeting voted against the demand for removal of three Supervisory Board members (including Chairman Marija Korsch) put forward by shareholders Till Hufnagel and Petrus Advisers Investments Fund L.P. (“Petrus") in requests for extension of the agenda. The proposed election of candidates put forward by Hufnagel/Petrus Advisers was therefore voided. The large majority of other shareholders thus supported Aareal Bank's position, which it had outlined prior to the Meeting, that the demand for a partial replacement of Supervisory Board members has not been substantiated.

The Annual General Meeting also granted formal approval to the Supervisory Board and the Management Board for the 2020 financial year, with majorities of approximately 68 to 89 per cent. The dividend proposal of € 0.40 per share for 2020 was resolved with approx. 99 per cent of votes cast. As already communicated, Aareal Bank intends to distribute a total dividend of € 1.50 per share for the 2020 financial year, in two steps. Depending on further economic developments, regulatory requirements, the Bank’s capital position and its risk situation, an Extraordinary General Meeting in the fourth quarter of 2021 could decide on the intended remaining payout of € 1.10 per share.

However, the required majority vote was not reached for the remuneration system for the Management Board, with approx. 37 per cent of votes in favour.

Marija Korsch, Chairman of the Supervisory Board, commented on the results: “We are delighted with the support from a clear majority of our investors for the current composition of the Supervisory Board. We see this as encouragement to continue pursuing our chosen path of profitable growth in all of Aareal Bank Group's three segments. At the same time, we take the rejection of the remuneration system – which we proposed having sounded out investors’ views – as a clear call to rework: in accordance with the rules and regulations, we will submit an adjusted proposal to be voted on by shareholders, at the next ordinary Annual General Meeting in 2022 at the latest.”

Ms Korsch added: “The Supervisory Board and Management Board of Aareal Bank assign great importance to a trusting dialogue with our shareholders. We consider it our ongoing duty to take up constructive input for the further improvement in our work from among our shareholders, to reflect upon this carefully and to incorporate it into our decisions in an appropriate manner.”

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