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Consolidated Financial Statements as of 31 March 2011<br />

100<br />

21. Contingent liabilities and other financial commitments<br />

Regarding non-cancellable leasing and rental agreements, reference is made to Note 16 “Financial liabilities”. At 31 March 2011<br />

the Group has other financial commitments amounting to TEUR 46,642 (TEUR 25,774 at 31 March 2010) in connection with contractually<br />

binding investment projects. Furthermore, at the balance sheet date the Group has contingent liabilities to customs<br />

authorities and from bank guarantees in the amount of TEUR 83 (TEUR 9 at 31 March 2010). Other guarantees or contingencies<br />

relating to the ordinary business operations do not exist at the balance sheet date.<br />

22. Share capital<br />

Outstanding<br />

shares<br />

Registered capital<br />

At 31 March 2011 the registered capital in the amount of<br />

TEUR 28,490 is made up of 25,900,000 no-par value shares with<br />

a notional value of EUR 1.10 per share.<br />

Outstanding shares<br />

The number of shares issued amounts to 25,900,000. At the balance<br />

sheet date 31 March 2011 2,577,412 treasury shares were<br />

held by the Group, 23,322,588 shares were outstanding.<br />

Authorised share capital<br />

By a resolution passed at the 16th Annual General Meeting on<br />

7 July 2010 the Management Board was authorised to increase<br />

the share capital by a nominal amount of up to TEUR 14,245 until<br />

6 July 2015, if required, in several tranches upon approval by<br />

the Supervisory Board by issuing up to 12,950,000 no-par value<br />

bearer shares paid for in cash or contribution in kind, partially or<br />

entirely excluding the existing shareholders’ subscription rights,<br />

and to set the detailed issue conditions in agreement with the<br />

Supervisory Board. The Supervisory Board is authorised to adopt<br />

changes to the articles of association that are due to the issuance<br />

of shares from the authorised capital.<br />

Registered<br />

capital<br />

Share<br />

premium<br />

Treasury shares,<br />

net of tax<br />

Share<br />

capital<br />

(in 1,000 shares) (in EUR 1,000) (in EUR 1,000) (in EUR 1,000) (in EUR 1,000)<br />

31 March 2009 23,323 28,490 63,542 (46,352) 45,680<br />

31 March 2010<br />

Change in treasury shares,<br />

23,323 28,490 63,542 (46,352) 45,680<br />

net of tax – – – (1,205)<br />

(1,205)<br />

31 March 2011 23,323 28,490 63,542 (47,557) 44,475<br />

Convertible bonds<br />

A resolution passed at the 16th Annual General Meeting on<br />

7 July 2010 authorised the Management Board upon approval by<br />

the Supervisory Board to issue convertible bonds in accordance<br />

with § 174 (2) AktG (Austrian Stock Corporation Act) at a maximum<br />

nominal value of TEUR 100,000 (in several tranches) until<br />

6 July 2015, to set the issue conditions and the conversion ratio<br />

and to exclude the existing shareholders’ subscription rights.<br />

This authorisation may be exercised as a whole or in parts.<br />

Conditional capital increase<br />

A resolution was passed at the 16th Annual General Meeting on<br />

7 July 2010 to perform a conditional capital increase in accordance<br />

with § 160 (2) AktG (Austrian Stock Corporation Act) and to<br />

grant stock options and conversion rights to creditors of convertible<br />

bonds by a nominal amount of TEUR 14,245 by issuing<br />

up to 12,950,000 new common bearer shares. Furthermore, the<br />

Management Board was authorised to set the further details of<br />

the conditional capital increase. The Supervisory Board is authorised<br />

to adopt changes (due to the issuance of shares from<br />

the conditional capital increase) to the articles of association.<br />

The new issued shares resulting from the conditional capital<br />

increase carry the same dividend as the shares traded on the<br />

stock exchange at the date of the issue.

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