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Zur Rose Group AG publishes invitation to the Annual General Meeting on 29 April 2021

EQS Group-News: Zur Rose Group AG / Key word(s): AGMEGM
07.04.2021 / 07:00

 
Frauenfeld, 7 April 2021
Press release
 

Zur Rose Group AG publishes invitation to the Annual General Meeting on 29 April 2021

Zur Rose Group AG today has published the invitation to the Annual General Meeting on 29 April 2021. As a result of the extraordinary situation related to the Covid-19 pandemic, also at this year's Annual General Meeting the personal attendance of shareholders on site will not be possible. Shareholders may only be represented by the independent proxy. In a short video interview, the Chairman of the Board of Directors Prof. Stefan Feuerstein and CEO Walter Oberhänsli are addressing the shareholders personally. They look back on the past financial year and discuss current strategic initiatives. The video is available at www.zurrosegroup.com, "Investors & Media", "General Meeting of Shareholders".

Proposal for creation of authorized capital and increase of the conditional capital
In addition to the standard agenda items of the Annual General Meeting, a proposal to create authorized share capital with a nominal value of CHF 31,579,080 pursuant to which 1,052,636 fully paid up registered shares can be issued (agenda item 4) as well as a proposal to increase the conditional share capital for financing, acquisitions and other purposes to CHF 31,579,080 pursuant to which 1,052,636 fully paid up registered shares can be issued (agenda item 5) are on the agenda of this year's Annual General Meeting. At the same time, the total number of shares that can be issued from authorized and conditional share capital shall be limited to a total of 10 percent of the currently registered share capital (corresponding to 1,052,636 registered shares). For this purpose, it proposes the creation of a provision in the Articles of Association pursuant to which the total number of shares which may be issued from (i) authorized share capital where the preemptive rights were restricted or excluded and from (ii) conditional capital for financing, acquisitions and other purposes where the advance subscription rights were restricted or excluded will be limited to 1,052,636 registered shares.

With the requested capital increases, the Board of Directors wants to maintain the financial flexibility of Zur Rose Group AG. By proposing the simultaneous creation of authorized capital and increase of the conditional capital, the Board of Directors wishes also to ensure that it has the flexibility to use the appropriate financing instrument in each case. The proposed capital of a total of 10 percent of the registered share capital is in line with comparable companies.

Proposal for the election of Prof. Dr. Andréa Belliger as member of the Board of Directors
As already communicated on 18 March 2021, Tobias Hartmann will not be standing for re-election to the Board of Directors at the 2021 Annual General Meeting of Shareholders. The Board would like to thank him for his commitment and dedication. The Board of Directors proposes that Prof. Dr. Andréa Belliger be newly elected to the Board of Directors. Andréa Belliger is Prorector of the Teacher Training University of Central Switzerland and director of the Institute for Communication and Leadership IKF in Lucerne. She also sits on the boards of directors and advisory boards of various Swiss and German companies in the healthcare, financial, insurance and energy sectors and chairs the advisory board of healthcare services provider Medbase (part of Migros). She is an author and international keynote speaker on digital transformation issues, particularly in healthcare. In 2019 she was voted one of the 25 most influential people in the Swiss healthcare industry. From the perspective of the Board of Directors, Andréa Belliger ideally complements the Board as a proven expert in digitalization in healthcare.

In order to take appropriate account of gender diversity, the Board of Directors has set itself the goal of having each gender represented on the Board of Directors by at least 30 percent from 2023 onwards at the latest.

The invitation to the Annual General Meeting of Zur Rose Group AG with the full agenda is available at www.zurrosegroup.com | Investors & Media | General Meeting or at the following link: https://www.zurrosegroup.com/websites/zurrosegroup/English/2070/general-meeting-of-shareholders.html. The voting results will be published by press release shortly after the Annual General Meeting.

Investors and analyst contact
Christoph Herrmann, Head of Investor Relations
Email: ir@zurrose.com, phone: +41 58 810 11 49

Media contact
Lisa Lüthi, Head of Group Communications
Email: media@zurrose.com, phone: +41 52 724 08 14

Agenda
The Zur Rose Group is planning to hold a Capital Markets Day in the second quarter of 2021. The precise date and agenda will be announced at a later date.

20 April 2021 First Quarter Trading Update
29 April 2021 Annual General Meeting
18 August 2021 Half-Year Results
21 October 2021 Q3 Trading Update

Zur Rose Group

The Swiss Zur Rose Group is Europe's largest e-commerce pharmacy and one of the leading medical wholesalers in Switzerland. It also operates the leading marketplace in southern Europe for consumer health, beauty and personal care products commonly sold in pharmacies. The company is internationally present with strong brands, including Germany's best-known pharmacy brand, DocMorris, and employs more than 2,200 people at sites in Switzerland, Germany, the Netherlands, Spain and France. Now serving 10.5 million active customers in core European markets, Zur Rose generated revenue of CHF 1,752 million (including Medpex and Apotal) in 2020.

With its business model, the Zur Rose Group offers high-quality, safe and cost-effective pharmaceutical care. It also excels in continuous development of digital healthcare services and as a platform technology provider. In addition, Zur Rose is actively driving forward its positioning as a comprehensive healthcare service provider, with focus on building up its European healthcare ecosystem networking qualified providers of products, services and digital solutions. Zur Rose's contribution will be to bring these offerings to customers and patients, pursuing its vision of creating a world where people can manage their own health in one click.

The shares of Zur Rose Group AG are listed on the SIX Swiss Exchange (securities number 4261528, ISIN CH0042615283, ticker ROSE). For further information, please visit zurrosegroup.com.



End of Media Release



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