Edisun Power Europe Ltd. Corporate Governance Report 2010 ...

8 Shareholders’ participation rights
Voting rights and representation restrictions
Each ordinary share, which has been registered, bears
one voting right at the General Shareholders’ Meeting
and is entitled to dividend payments (Art. 6 para. 1 of the
Articles of Association).
Statutory quorums
The General Shareholders’ Meeting passes its resolutions
and carries out its elections with an absolute
majority of the share votes represented, to the extent
that neither the law or Articles of Association provide
otherwise.
Convocation of the General Shareholders’
Meeting
The Annual General Shareholders’ Meeting is held within
six months after the close of the financial year.
Extraordinary General Shareholders’ Meetings can be
called as often as necessary, in particular in all cases required
by law.
General Shareholders’ Meetings are convened by the
Board of Directors and, if necessary, by the auditors. Extraordinary
General Shareholders’ Meetings are convened
by the Board of Directors if shareholders representing
at least 10 % of the share capital request such
meetings in writing, setting forth the items to be discussed
and the proposals to be decided upon.
Agenda
Corporate Governance Report 2010
Shareholders entitled to vote who represent at least 10 %
of the share capital may request items to be added to the
agenda by indicating the relevant proposals. Such requests
must be addressed in writing to the Chairman of
the Board of Directors no later than 45 days before the
meeting.
Changes of control and defense measures
There are no clauses relating to changes of control or defense
measures
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