Publigroupe approves all proposals of the Board of Directors

The Annual General Meeting also approved Publigroupe's 2011 annual financial statements, granted discharge to the members of the Board of Directors and approved a distribution of CHF 6 per share for the 2011 financial year, which will be paid out from May 3, 2012. Publigroupe announced this in a press release on Thursday. Hans-Peter Rohner was re-elected for a three-year statutory term of office and confirmed as Chairman of the Board of Directors. Peter Brunner was re-elected for a one-year term of office.
 
Z Capital's proposal to lift the restriction on registration and voting rights for shareholders holding more than 5 percent of the share capital was rejected by more than 80 percent of the votes represented at the Annual General Meeting. The Board of Directors of Publigroupe is unanimously in favor of the proposed "one share - one vote" principle, the press release continues. However, Publigroupe and Media Sales in particular are undergoing a fundamental restructuring and change process in 2012. For this reason, Z Capital recommended the deletion of a paragraph in the company's Articles of Association that provides for a special quorum for the dismissal of more than one third of the Board of Directors, which was supported by the Board of Directors and clearly approved by the Annual General Meeting.
 
The Annual General Meeting approved the proposal to buy back own shares in order to reduce capital. In December 2011, the Board of Directors announced its intention to sell four buildings in Lausanne and Bern and to return most of the net proceeds to the shareholders. This sales process has been initiated and the return to shareholders by means of a share buyback program can be implemented in accordance with the powers of the Annual General Meeting.
 
The new shareholding plans for variable long-term remuneration of the members of the Board of Directors and the Group Executive Board were submitted to the Annual General Meeting for a consultative vote and approved by a clear majority. The General Meeting also confirmed the re-election of KPMG Lausanne as auditors for the 2012 financial year.
 
The Board of Directors was constituted immediately after the Annual General Meeting. Hans-Peter Rohner was confirmed in his role as Chairman. Professor Jean-Pierre Jeannet stepped down as Vice-Chairman and member of the Board of Directors after twelve years of service. Pascal Böni has been newly appointed Vice Chairman. He will also continue in his role as Lead Director until the new CEO Arndt Groth takes office on September 1, 2012.  
 
The following committees have been formed:

Audit Committee: Christian Budry, Chairman, and Christian Wenger, Member.

Nomination and Compensation Committee: Peter Brunner, Chairman, Eliane Borter and Hans-Peter Rohner, members.
Publicitas Media Sales Steering Committee: Pascal Böni, Chairman, Christian Budry and Andreas Schönenberger, members.