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Voting Results Annual General Meeting 2015

At the time of voting on the agenda items 2 to 10 182,580,891 no-par value shares with a matching number of votes, corresponding to 72.45 % of the capital stock, were present. In addition, 91,522 no-par value shares with a matching number of votes were submitted via postal vote. Thus a total number of 182,672,413 no-par value shares with a matching number of votes, corresponding to 72.49 % of the capital stock, was present.

Voting Results

Agenda Item 2: Resolution on the Utilization of Net Retained Profits

Yes votes: 180,115,912 votes
No votes:
2,249,535 votes
Abstentions: 306,966 votes

The number of shares, for which valid votes were casted, amounts to 182,365,447, corresponding to 72.49% of the statutory stock capital.

It was stated that the management proposal on the utilization of net retained profits of the fiscal year 2014, as published in the Bundesanzeiger (Federal Gazette) on February 13, 2015, was accepted with the necessary majority.

Agenda Item 3: Resolution on the Official Approval of the Actions of the Members of the Executive Board

Yes votes: 181,408,475 votes
No votes:
1,189,170 votes
Abstentions:
74,768 votes

The number of shares, for which valid votes were casted, amounts to 182,597,645, corresponding to 72.49 % of the statutory stock capital.

The exclusion of voting rights was observed.

It was stated that the management proposal on the official approval of the actions of the members of the Executive Board of the fiscal year 2014, as published in the Bundesanzeiger (Federal Gazette) on February 13, 2015, was accepted with the necessary majority.


Agenda Item 4: Resolution on the Official Approval of the Actions of the Members of the Supervisory Board

Yes votes: 178,000,921 votes
No votes:
2,835,595 votes
Abstentions:
1,835,897 votes

The number of shares, for which valid votes were casted, amounts to 180,836,516, corresponding to 72.49 % of the statutory stock capital.

The exclusion of voting rights was observed.

It was stated that the management proposal on the official approval of the actions of the members of the Supervisory Board for fiscal year 2014, as published in the Bundesanzeiger (Federal Gazette) on February 13, 2015, was accepted with the necessary majority.

Agenda Item 5: Election of the Auditors for Fiscal Year 2015

Yes votes: 178,956,657 votes
No votes:
3,027,611 votes
Abstentions:
688,145 votes

The number of shares, for which valid votes were casted, amounts to 181,984,268, corresponding to 72.49 % of the statutory stock capital.

It was stated that the proposal of the Supervisory Board to elect Ernst & Young GmbH Wirtschaftsprüfungsgesellschaft, Stuttgart, as auditors for Beiersdorf Aktiengesellschaft and the Beiersdorf Group for fiscal year 2015, as published in the Bundesanzeiger (Federal Gazette) on February 13, 2015, was accepted with the necessary majority.

Agenda Item 6: Resolution on the cancelation of the existing Authorized Capital I in accordance with § 5 (2) of the Articles of Association, and on the creation of a new Authorized Capital I; amendment to the Articles of Association

Yes votes: 176,603,553 votes
No votes:
5,642,211 votes
Abstentions:
426,649 votes

The number of shares, for which valid votes were casted, amounts to 182,245,764, corresponding to 72.49 % of the statutory stock capital.

It was stated that the management proposal under agenda item 6 on the cancellation of the existing Authorized Capital I in accordance with § 5 (2) of the Articles of Association, and on the creation of a new Authorized Capital I, as published in the Bundesanzeiger (Federal Gazette) on February 13, 2015, was accepted with the necessary majority of votes and necessary capital majority.

Agenda Item 7: Resolution on the cancelation of the existing Authorized Capital II in accordance with § 5 (3) of the Articles of Association, and on the creation of a new Authorized Capital II; amendment to the Articles of Association

Yes votes: 175,984,679 votes
No votes:
6,262,111 votes
Abstentions:
425,623 votes

The number of shares, for which valid votes were casted, amounts to 182,246,790, corresponding to 72.49 % of the statutory stock capital.

It was stated that the management proposal under agenda item 7 on the cancellation of the existing Authorized Capital II in accordance with § 5 (3) of the Articles of Association, and on the creation of a new Authorized Capital II, as published in the Bundesanzeiger (Federal Gazette) on February 13, 2015, was accepted with the necessary majority of votes and necessary capital majority.

Agenda Item 8: Resolution on the cancelation of the existing Authorized Capital III in accordance with § 5 (4) of the Articles of Association, and on the creation of a new Authorized Capital III; amendment to the Articles of Association

Yes votes: 178,271,950 votes
No votes:
3,975,559 votes
Abstentions:
424,904 votes

The number of shares, for which valid votes were casted, amounts to 182,247,509, corresponding to 72.49 % of the statutory stock capital.

It was stated that the management proposal under agenda item 8 on the cancellation of the existing Authorized Capital III in accordance with § 5 (4) of the Articles of Association, and on the creation of a new Authorized Capital III, as published in the Bundesanzeiger (Federal Gazette) on February 13, 2015, was accepted with the necessary majority of votes and necessary capital majority.

Agenda Item 9: Resolution on the cancelation of the existing authorization to issue convertible bonds and/or bonds with warrants and of the existing contingent capital in accordance with § 5 (5) of the Articles of Association, and on the renewed authorization to issue convertible bonds and/or bonds with warrants and the creation of new contingent capital; amendment to the Articles of Association

Yes votes: 175,384,657 votes
No votes:
6,861,386 votes
Abstentions:
426,370 votes

The number of shares, for which valid votes were casted, amounts to 182,246,043, corresponding to 72.49 % of the statutory stock capital.

It was stated that the management proposal under agenda item 9 on the cancellation of the existing authorization to issue convertible bonds and/or bonds with warrants and of the existing contingent capital in accordance with § 5 (5) of the Articles of Association, and on the renewed authorization to issue convertible bonds and/or bonds with warrants and the creation of a new contingent capital, as published in the Bundesanzeiger (Federal Gazette) on February 13, 2015, was accepted with the necessary majority of votes and necessary capital majority.

Agenda Item 10: Resolution on the authorization to purchase and utilize own shares

Yes votes: 159,885,757 votes
No votes:
21,213,769 votes
Abstentions:
1,572,887 votes

The number of shares, for which valid votes were casted, amounts to 181,099,526, corresponding to 72.49% of the statutory stock capital.

It was stated that the management proposal under agenda item 10 on the authorization to purchase and utilize own shares, as published in the Bundesanzeiger (Federal Gazette) on February 13, 2015, was accepted with the necessary majority of votes and necessary capital majority.