EANS-General Meeting: Warimpex Finanz- und Beteiligungs AG / Resolutions of the General Meeting

--------------------------------------------------------------------------------
General meeting information transmitted by euro adhoc. The issuer is
responsible for the content of this announcement.
--------------------------------------------------------------------------------

Resolutions of the Annual General Meeting of Warimpex Finanz- und Beteiligungs
AG

The following resolutions were passed at the 24th Annual General Meeting of the
Company held on 2 June 2010:

1. The Annual General Meeting acknowledges the officially approved and accepted
annual financial statements and consolidated annual financial statements as
of 31 December 2009 including the reports of the Management Board and
Supervisory Board and the corporate governance report pursuant to section 243
b of the Austrian Uniform Commercial Code for the financial year 2009.

2. As a net loss was incurred for the financial year, the Annual General
Meeting resolved that no dividend will be disbursed for the year.

3. The Annual General Meeting discharges the members of the Management Board
and the Supervisory Board from liability for the financial year 2009.

4. The Annual General Meeting approves remuneration for the Supervisory Board
for financial year 2009 in the amount of EUR 95,000.00 and authorizes the
chairman to distribute this remuneration among the members of this board.

5. The Annual General Meeting appoints Ernst & Young
Wirtschaftsprüfungsgesellschaft m.b.H., A-1220 Vienna, Wagramer Straße 19, as
auditor and group auditor for the financial year 2010.

6. The Annual General Meeting authorizes the Management Board to purchase
shares, including from individual shareholders willing to sell in the course
of a negotiated purchase, also in form of forward transactions, in order to
deliver to VIENNA INSURANCE GROUP Wiener Städtische Versicherung AG the
amount of no-par value bearer shares due in the event of the excercise of its
option under the "Backstop and Option Agreement" of 21 April 2010. This
authorization supplements the authorization granted by the Annual General
Meeting on 28 May 2009 in item 6. of the agenda with regard to the purchase
of own shares.

7. The Annual General Meeting authorizes the Management Board to purchase own
shares with the approval of the Supervisory Board to
i. issue own shares to employees of the Company or an affiliated company,
be it with or without consideration;
ii. use own shares to serve convertible bonds;
iii. use own shares in Austria and abroad as consideration for real estate,
enterprises, business operations or shares of one or multiple companies
transferred to the Company or its subsidiaries;
iv. sell own shares in accordance with section 65 para 1b of the Stock
Corporation Act (1) any time via the stock exchange or by public offer
as well as (2) for a period of 5 years from the day of this resolution
in any way permitted by law, also other than via the stock exchange,
whereby the Management Board is entitled to exclude the general
purchase opportunity, in order to for instance deliver to VIENNA
INSURANCE GROUP Wiener Städtische Versicherung AG the amount of new no-
par value bearer shares due in the event of the exercise of its option
under the "Backstop and Option Agreement" of 21 April 2010.
This authorization replaces the authorization granted by the Annual General
Meeting on 28 May 2009 in item 7. of the agenda with regard to the sale of
own shares.

8. The Annual General Meeting resolves to amend the Articles of Association of
Warimpex Finanz- und Beteiligungs Aktiengesellschaft to account for a number
of changes made necessary by the 2009 Stock Corporation Amendment Act (AktRÄG
2009) and to thereby bring them in line with the market standard for listed
stock corporations in Austria.

Information about the Supervisory Board
Günter Korp was appointed new chairman of the Supervisory Board at the Board
meeting following the 24th ordinary Annual General Meeting. His predecessor,
Heinrich Geyer, and Wolfgang Mitterberger become deputy Supervisory Board
chairmen.

Further inquiry note:
Warimpex Finanz- und Beteiligungs AG
Phone: +43 1 310 55 00
Christoph Salzer
mailto:[email protected]
Daniel Folian, mailto:[email protected]
www.warimpex.com
end of announcement euro adhoc
--------------------------------------------------------------------------------

issuer: Warimpex Finanz- und Beteiligungs AG
Floridsdorfer Hauptstraße 1
A-1210 Wien
phone: +43 1 310 55 00
FAX: +43 1 310 55 00 - 122
mail: [email protected]
WWW: www.warimpex.com
sector: Real Estate
ISIN: AT0000827209
indexes: ATX Prime
stockmarkets: official market: Wien
language: English

OTS-ORIGINALTEXT PRESSEAUSSENDUNG UNTER AUSSCHLIESSLICHER INHALTLICHER VERANTWORTUNG DES AUSSENDERS - WWW.OTS.AT | OTB

print