Full Press Release Details
Medical Care AG & Co. KGaA
Invitation to ordinary General Meeting
DE 0005785802 // Securities Identification No. 578 580
ISIN: DE 0005785836 // Securities Identification No. 578 583
DE 000A0STSR6 // Securities Identification No. A0STSR
US 3580291066 // ADR Identification No. 879 529
US 3580292056 // ADR Identification No. 903 780
invite our shareholders to the
ordinary General Meeting to be held on
Tuesday, 20 May 2008 at 10:00 a.m.
in the Congress Center Messe Frankfurt,
Ludwig-Erhard-Anlage
1, D-60327 Frankfurt am Main.
The General Partner and the Supervisory Board
propose the approval of the annual financial statements of Fresenius Medical Care AG & Co. KGaA for the financial year 2007 as
showing a profit of EUR 668,683,462.20.
The General Partner and the Supervisory Board
propose that the profit shown in the annual financial statements of EUR 668,683,462.20
for the financial year
2007 be applied as follows:
| Payment of a dividend of EUR 0.54 for each of 292,786,583 ordinary shares entitled to a dividend | EUR 158,104,754.82 | |
| Payment of a dividend of EUR 0.56 for each of 3,778,087 preference shares entitled to a dividend | EUR 2,115,728.72 | |
| Carried forward to new account | EUR 508,462,978.66 | |
| Profit | EUR 668,683,462.20 |
The dividend is payable on 21 May 2008.
The Supervisory Board and the General Partner
propose that discharge be granted to the General Partner of the Company for the
financial year 2007.
The General Partner and the Supervisory Board
propose that discharge be granted to the members of the Supervisory Board of
the Company for the financial year 2007.
The Supervisory Board proposes the election
of KPMG Deutsche Treuhand-Gesellschaft Aktiengesellschaft
Wirtschaftspr fungsgesellschaft, Frankfurt am Main as auditor and group auditor
for the financial year 2008.
From the day of the calling of the ordinary
General Meeting the following documents are laid out for inspection by
shareholders in the offices of the Company, Fresenius Medical Care AG & Co.
Else-Kr ner-Stra e 1, D-61352 Bad Homburg v.d.H.:
On request each shareholder shall receive a
copy of the above documents free of charge. Further, these documents are
available via the Internet (www.fmc-ag.com) and will be laid out in the
ordinary General Meeting of the Company.
in the General Meeting
Those shareholders who apply to the Company
in text form in English or German by Thursday, 15 May 2008 at the latest under
the following address
Fresenius Medical Care AG & Co. KGaA
c/o Dresdner Bank AG
60487 Frankfurt am Main
Telefax: + 49 (0)69 5099 1110
and prove their shareholding to the Company
are entitled to participate in the ordinary General Meeting. As evidence of
their shareholding, the shareholders must, at the latest by Thursday, 15 May
2008 provide evidence of their depositary institution in text form in English
or German showing the extent to which they are shareholders of the Company at
the beginning of 29 April 2008, 0:00 hours Central European Summer Time (CEST).
At the time of the convocation of the
ordinary General Meeting of the total amount of 296,568,231 shares issued by
the Company consisting of 292,786,583 ordinary bearer shares and 3,781,648
bearer preference shares all ordinary bearer shares are entitled to participate
in and vote at the meeting and all bearer preference shares are
entitled to participate in the meeting. Each
ordinary bearer share carries one vote in the ordinary General Meeting. Bearer
preference shares have no votes.
A shareholder can have his vote in the
ordinary General Meeting exercised by a proxy, e.g. the depositary bank, an
association of shareholders or another person of his choice.
The Company offers, as a special service,
that shareholders may authorize proxies named by the Company, bound to voting
instructions, prior to the ordinary General Meeting. The shareholders who wish
to authorize such proxies named by the Company require an entry ticket to the
ordinary General Meeting for this purpose. Proxies must be transmitted in text
form. The shareholders shall receive the necessary documents and information
together with their entry ticket.
Counterproposals to a proposal of the General
Partner and Supervisory Board on a particular agenda item in the meaning of
Section 126 German Stock Corporation Act and shareholders nominations for the
election of the auditors in accordance with Section 127 German Stock
Corporation Act are to be addressed exclusively to:
Fresenius Medical Care AG & Co. KGaA
- Investor Relations -
Else-Kr ner-Stra e 1
Telefax: +49 (0)6172-609-2301
E-Mail: ir@fmc-ag.de
Applications of shareholders received at the
latest two weeks prior to the day of the ordinary General Meeting by the
Company will, as far as no obstacles exist as per Section 126 (2) German Stock
Corporation Act, be published without delay after their receipt and upon proof
of shareholding on the internet (www.fmc-ag.com). Applications addressed otherwise
will not be taken into account.
Hof an der Saale, April 2008
Medical Care AG & Co. KGaA
Fresenius Medical Care Management AG
The Management Board
Notice to Holders of American Depositary
Receipts (ADR Holders) of the
ordinary General Meeting
- ISIN: US 3580291066 //
ADR-Identification-No.: 879 529 -
- ISIN: US 3580292056 //
ADR-Identification-No.: 903 780 -