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EQS Group-News: Dynamics Group AG / Key word(s): Miscellaneous SWH requests a special audit regarding Monika Ribar 2018-03-06 / 20:37 *SCHENKER-WINKLER HOLDING AG* Media release, 6 March 2018 *SWH requests a special audit regarding Monika Ribar* *Baar -Schenker-Winkler Holding (SWH) is proposing a special audit of the Monika Ribar / Bastos case to the Annual General Meeting of Sika. Did Monika Ribar hide her Board of Directors' mandate at Capoinvest Ltd. from Sika AG? * Monika Ribar's mandate as a member of the Board of Directors of Capoinvest Ltd., a British Virgin Island company owned by the controversial Angolan-Swiss businessman Jean-Claude Bastos, has remained undisclosed for a long time. Sika neither disclosed this BoD mandate, which Monika Ribar held from May 2015 to June 2016, in the Annual Report 2015 nor in the Annual Report 2016. Capoinvest is entered in the commercial register of the British Virgin Islands. Ms. Ribar received USD 100,000 as compensation for her BoD mandate. The mandate only became public after revelations by the media from the so-called Paradise Papers. Subsequently, SWH inquired why Sika's annual report did not mention Monika Ribar's Angola engagement. Corresponding letters from SWH to the entire Board of Directors and to Paul Hälg at the end of November and mid-December 2017 remained partially or completely unanswered. SWH is requesting a special audit to clarify the facts for all shareholders. The essential questions are: - Has Ms. Ribar, as a member of the Board of Directors of Sika, assessed in advance whether her BoD mandate at Capoinvest Ltd. would be in compliance with the interests of Sika and its shareholders? - Did Ms. Ribar violate the Code of Conduct of Sika? - Did Ms. Ribar inform the relevant persons at Sika about her engagement at Capoinvest Ltd.? *- *If so, why did Sika decide not to publish the mandate in the annual reports? *Election of Prof. Dr. Jacques Bischoff to the Board of Directors* Further, SWH also proposes to the Annual General Meeting that Prof. Dr. Jacques Bischoff be elected as a member of the Board of Directors and as Chairman of the Board of Directors for a term of one year. Jacques Bischoff served on the Board of Directors of various national and international companies, namely on the boards of MASTERCARD GLOBAL and MASTERCARD Europe, as well as CEO of Europay/Multipay and Deputy of the Executive Board of the former Telekurs Group (today Six Group). From 2005 until the end of 2016, he headed the HWZ Hochschule für Wirtschaft in Zurich as principal. Today, he is active on various boards of directors and foundations. In doing so, SWH is proposing a very competent and experienced leader, who in addition has always acted objectively and constructively. As in previous years, SWH will not elect Paul Hälg, Monika Ribar, Daniel Sauter, Ulrich Suter and Christoph Tobler. SWH also rejects the proposal for the total compensation of the Board of Directors and will vote against the discharge of the members of the Board of Directors who are in opposition to SWH. *SWH supports dividend increase* SWH supports the Board of Directors' proposal to increase the dividend. Accordingly, the gross dividend per bearer share is to be increased from CHF 96.00 to CHF 111.00 and per registered share from CHF 16.00 to CHF 18.50. The complete letter to the Sika Board of Directors regarding the requests for agenda items can be read at http://www.swh-transaction.ch/en/media/ _For further information_: Andreas Durisch, Media Relations SWH, +41 79 358 87 32, adu@dynamicsgroup.ch More information on the sale of Schenker-Winkler Holding at www.swh-transaction.ch Additional features: Document: http://n.eqs.com/c/fncls.ssp?u=ILBOTXJKDY [1] Document title: SWH_Sika GV Traktandierung_06.03.2018 End of Corporate News 661139 2018-03-06 1: http://public-cockpit.eqs.com/cgi-bin/fncls.ssp?fn=redirect&url=5748ccef7d9242d616455d3468dca66b&application_id=661139&site_id=vwd&application_name=news
(END) Dow Jones Newswires
March 06, 2018 14:37 ET (19:37 GMT)
