EQS-News: Fabasoft AG / Announcement of the results of the general meeting Fabasoft AG: Publication of a general meeting resolution in accordance with Section 119 Paragraph 9 Stock Exchange Act in conjunction with Section 2 Paragraph 1 and Section 3 Paragraph 1 Publication Ordinance July 2nd, 2024 / 3:45 p.m. CET/CEST Announcement of the Results of the Annual General Meeting, transmitted by EQS News – a service of EQS Group AG. The issuer/publisher is responsible for the content of the message. ════════════════════════════════════════ ══════════ ════════════════════════ Fabasoft AG ISIN number: AT0000785407 Publication of a general meeting resolution in accordance with Section 119 Paragraph 9 of the Stock Exchange Act in conjunction with § 2 paragraph 1 and § 3 Paragraph 1 Publication Ordinance At the ordinary general meeting of Fabasoft AG on July 2nd, 2024, it was decided, among other things: Regarding item 12 of the agenda (resolution on the authorization of the Board of Directors to acquire own shares in accordance with Section 65 Para. 1 Z 4 AktG): The Board of Directors is used to acquire own shares in accordance with Section 65 Paragraph 1 Item 4 AktG for the purpose of issuing them to the workforce, senior managers and members of the board of directors of the company or an affiliated company for a period of 30 months up to a maximum share of 10 out of 100 of the company’s share capital. The equivalent value permitted for repurchase may be a maximum of 10% above and a minimum of 20% below the average closing price in Xetra trading at Deutsche Börse AG for the last 5 stock exchange trading days before the purchase price is determined. The shares acquired on the basis of this authorization, together with other treasury shares that the company has already acquired and still owns, may not exceed 10% of the company’s share capital. The respective buyback program and its duration must be published. This authorization also includes the acquisition of shares by subsidiaries of the company (Section 66 AktG). Regarding item 13 of the agenda (resolution on authorizing the Executive Board to acquire own shares in accordance with Section 65 Paragraph 1 Item 8 AktG as well as to withdraw shares and to authorize the Supervisory Board to amend the Articles of Association resulting from the withdrawal of shares) : The Executive Board is authorized to acquire own shares in accordance with Section 65 Paragraph 1 Item 8 AktG for a period of 30 months up to a maximum share of 10% of the company’s share capital. The equivalent value permitted for repurchase may be a maximum of 10% above and a minimum of 20% below the average closing price in Xetra trading at Deutsche Börse AG for the last 5 stock exchange trading days before the purchase price is determined. The treasury shares acquired on the basis of this authorization, together with other treasury shares that the company has already acquired and still owns, may not exceed 10% of the company’s share capital. The respective buyback program and its duration must be published. The authorization also includes the acquisition of shares by subsidiaries of the company (Section 66 AktG). The acquisition can be made via the stock exchange, through a public offer or in any other legally permissible manner and for any legally permissible purpose. The Executive Board is also authorized to withdraw treasury shares following repurchase as well as treasury shares held by the company without a further resolution at the general meeting. The Supervisory Board is authorized to decide on changes to the Articles of Association resulting from the cancellation of shares. This authorization can be exercised in whole or in part and also in several parts. Regarding item 14 of the agenda (resolution on authorizing the board of directors to use and sell own shares in a manner other than via the stock exchange or through a public offer for any legal purpose, including excluding the general purchase option of shareholders (exclusion of subscription rights)) The following resolution was passed: In accordance with Section 65 Paragraph 1b AktG, the Management Board of Fabasoft AG is authorized for a period of 5 years from the adoption of the resolution, i.e. up to and including July 2nd, 2029, to issue treasury shares with the consent of the Supervisory Board and without any further resolution of the Annual General Meeting Repurchase and to sell or use the Company’s own shares held by the Company in any way other than via the stock exchange or through a public offer, in particular own shares (i) for issue to the workforce, senior managers and/or members of the Board of Directors / the management of the company or an affiliated company, including to serve share transfer programs, in particular stock options, long-term incentive plans or other participation programs; (ii) to service any convertible bonds that may have been issued; (iii) as consideration for the acquisition of any business, equity or other assets, and (iv) for any other purpose permitted by law; and in doing so to exclude the shareholders’ general purchasing option (exclusion of subscription rights), whereby the authorization can be exercised in whole or in part and also in several parts and for the pursuit of several purposes. Linz, July 2024 The Board of Directors ═══════════════════════════════════ ════════ 02.07.2024 CET/CEST ═══ ══════════ ════════════════════════════════════════ ══════════ ═══════════ Language: German Company: Fabasoft AG Honauerstraße 4 4020 Linz Austria Telephone: +43 732-606162-0 Fax: +43 732-606162-609 E-Mail: ir@fabasoft.com
Internet: www.fabasoft.com
ISIN: AT0000785407 WKN: 922985 Regulated market in Frankfurt (Prime Standard); Open market in Berlin, Stuttgart, Munich, Hamburg, Düsseldorf End of communication EQS News Service 1938143 July 2nd, 2024 CET/CEST
EQS-HV: Fabasoft AG: Publication of a general meeting resolution in accordance with Section 119 Paragraph 9 of the Stock Exchange Act in conjunction with Section 2 Paragraph 1 and Section 3 Paragraph 1 of the Publication Ordinance
