Aareal Bank invites shareholders to a virtual ordinary general meeting


DGAP-News: Aareal Bank AG / Keyword(s): AGM/AGE
Aareal Bank invites shareholders to a virtual ordinary general meeting
30.06.2022 / 15:15
The issuer is solely responsible for the content of this announcement.

Aareal Bank invites shareholders to a virtual ordinary general meeting

  • Annual General Meeting of August 10, 2022

  • Six new Supervisory Board nominees nominated for election: Henning Giesecke, Denis Hall, Barbara Knoflach, Hans-Hermann Lotter, Marika Lulay and José Sevilla Álvarez

Wiesbaden, June 30, 2022 – Aareal Bank AG today called shareholders to its ordinary general meeting on August 10, 2022. Originally scheduled for May 18, it was postponed due to the takeover process by Atlantic BidCo GmbH. Given the current Covid-19 pandemic, the General Meeting will again be held virtually, without the physical presence of shareholders.

The agenda of the General Meeting includes, among other things, the election of six members of the Supervisory Board. The Supervisory Board proposes the election of Henning Giesecke, Denis Hall, Barbara Knoflach, Hans-Hermann Lotter, Marika Lulay and José Sevilla Álvarez to the Supervisory Board. They will replace Holger Giese, Friedrich Munsberg and Dr. Ulrich Theileis, who were appointed by court order in January 2022 and agreed to fill temporary vacancies on the Supervisory Board at short notice, and who will leave the Supervisory Board at their own request, as did Jana Brendel and Elisabeth Stheeman. In addition, Richard Peters will resign from his functions for reasons of age, after nine years as a member of the Supervisory Board. The Chairman of the Supervisory Board, Prof. Dr. Hermann Wagner, and Sylvia Seignette will remain in office as shareholder representatives on the Supervisory Board.

Professor Hermann Wagner, Chairman of the Supervisory Board of Aareal Bank AG, said: “We would like to thank all the members of the supervisory board leaving the board for their dedication, as well as the members who were appointed by the court in beginning of the year. for making their services available at such short notice. Our newly proposed candidates are also perfectly suited to take on a mandate on the Supervisory Board. They are highly qualified, have international experience in areas relevant to the Aareal Bank Group and diversify the overall profile of skills and expertise required of the Supervisory Board. Six members of the Supervisory Board will remain on the Board, thus ensuring the necessary continuity of the Board’s work.

Another item on the agenda of this year’s Ordinary AGM is the statutory approval of the remuneration report for the financial year 2021 following the amendment of the German Companies Act (Aktiengesetz – “AktG” in accordance with the German law implementing the second shareholder rights directive (“ARUG II”). The Remuneration Report contains details of the remuneration of the members of the Management Board and the Supervisory Board during the past financial year. As announced, shareholders will also be presented with a revised Management Board compensation system for approval.

The entire General Meeting of August 10, 2022 will be broadcast by audiovisual means to duly registered shareholders and their proxies, via a shareholder portal on the Aareal Bank website (Investors – General Meeting 2022). Shareholders will also be able to exercise their voting rights electronically, or appoint a proxy, via this portal. In addition, shareholders will have the opportunity to submit questions by electronic communication until August 8, 2022, 24:00 CEST.

Presentation of the new candidates for the Supervisory Board:

Henning Giesecke is a risk management expert who brings to the table his experience in real estate finance, banking and corporate governance. He holds a degree in business administration (Diplom-Kaufmann graduate) and prior to joining UniCredit SpA and UniCredit Bank AG as Board Member and Group Chief Risk Officer, held various senior positions at HypoVereinsbank AG for several years. Today, Henning Giesecke is Deputy Chairman of the Supervisory Board of The Social Chain AG, The Social Chain Group AG and Linde + Wiemann Holding SE, as well as a member of the Board of Erste Abwicklungsanstalt AöR.

Dennis room is a qualified German bank executive with a long experience in risk management and a focus on banking, mergers and acquisitions and technology/IT security. Most recently, he served as Chief Risk Officer, Global Consumer Banking, at GE Capital and previously he served as Chief Risk Officer, Private and Business Clients, for Deutsche Bank. Denis Hall is a non-executive board member of Auxmoney Europe Holdings Ltd and Skipton Building Society, and a member of the supervisory board of Moneta Money Bank AS.

Barbara Knoflach is not only an experienced real estate asset manager, but also an expert in strategic planning, banking, IT/digitalization and mergers and acquisitions. She graduated in economics with a specialization in IT (Diploma Business Economist) and held numerous positions – for example, Global Head at BNP Paribas Real Estate Investment Management, Deputy CEO of BNP Paribas Real Estate SA and CEO of SEB Asset Management AG . Barbara Knoflach is a member of the board of directors of Swiss Prime Site AG, chairwoman and independent non-executive member of the board of directors of CTP NV and member of the supervisory board of Landmarken AG. She is also the founder and CEO of LifeWorkSpace, a private investment and advisory firm focused on innovative and sustainable strategies in the real estate sector.

Marika Lulay is an expert in digitization, technology and IT, bringing extensive experience in the areas of strategic planning, mergers and acquisitions, corporate governance and business and corporate development. She holds a Masters in Computer Science and is CEO, Managing Director and Board Member of GFT Technologies SE. In her previous role as COO, Marika Lulay was already a board member of GFT Technologies SE for many years. She is a member of the supervisory board of EnBW AG.

Hans-Hermann Anton Lotter is a seasoned banker with extensive expertise thanks to mandates in various Supervisory Boards and advisory bodies. He holds a Dipl.-Math. oec., Masters (“Diploma”) bachelor’s degree in mathematical economics (“Wirtschaftsmathematik”), worked in investment banking for many years and has significant experience in the areas of international mergers and acquisitions and joint ventures, strategic planning, accounting and governance. Hans-Hermann Lotter has held mandates in investment companies associated with Advent International for several years; currently, this includes, among others, Atlantic BidCo GmbH. His previous duties included a significant contribution to the restructuring of the Addiko Bank Group. Hans-Hermann Lotter is chairman of the supervisory board of TK Elevator GmbH, chairman of the board of directors of AI Alpine (Luxembourg) S.à.rl, member of the supervisory board of Hermes Germany GmbH and member of the board of directors of Vertical Topco S.à.rl

Jose Sevilla Alvarez can claim many years of experience in the banking sector; he focuses on risk management, strategic planning, accounting, mergers and acquisitions and corporate governance. José Sevilla Álvarez holds a degree in economics and business studies and was CEO of Bankia, chairman of its risk committee and board member of BFA Tenedora de Acciones SAU in Spain. Prior to that, he was a member of the management committee of the BBVA group and a member of the board of directors at BBVA Bancomer. He is an independent non-executive board member of Renta 4 Banco in Madrid, Spain.

Media contacts:

Marguerite Thiel
Telephone: +49 611 348 2306
Mobile: +49 171 2069740
[email protected]

Christian Feldbrugge
Telephone: +49 611 348 2280
Mobile: +49 171 8667919
[email protected]

Contact for investors:

Aareal Bank AG – Investor Relations
Telephone: +49 611 348 3009
[email protected]

About Aareal Bank Group
Aareal Bank Group, headquartered in Wiesbaden, is a leading international real estate specialist. It provides smart financing, software products and digital solutions for the real estate sector and related industries, and is present on three continents: Europe, North America and Asia/Pacific. Aareal Bank Group’s business strategy focuses on sustainable business success, with environmental, social and governance aspects being an integral part of this strategy. Aareal Bank AG, whose shares are included in Deutsche Börse’s SDAX index, is the Group’s parent entity. It manages the various entities organized in the Group’s businesses: Structured Real Estate Financing, Banking & Digital Solutions and Aareon. The Structured Real Estate Finance segment encompasses all of Aareal Bank Group’s financing and real estate financing activities. Here, the Bank accompanies its clients in carrying out large-volume tertiary real estate investments. Investment properties mainly include office buildings, hotels, shopping centres, logistics and residential buildings, as well as student apartments. In the Banking & Digital Solutions segment, Aareal Bank Group supports companies in the housing, property management and energy sectors as a partner in digitalization – combining extensive advisory services and product solutions with services traditional business banking and deposit taking. Its subsidiary Aareon, the leading provider of ERP software and digital solutions for the European real estate sector and its partners, represents the third business segment. Aareon digitizes the real estate industry by delivering user-centric software solutions that simplify and automate processes, support sustainable and energy-efficient operations, and interconnect all process participants.

30.06.2022 Dissemination of a Corporate News, transmitted by the DGAP – a service of EQS Group AG.
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