Annual General Meeting 2023
Welcome to the website of the Annual General Meeting of METRO AG on 24 February 2023. Here you can find information about the virtual Annual General Meeting and the internet-based, electronic InvestorPortal which could be used from 3 February 2023.
The Annual General Meeting of METRO AG was held on
Friday, 24 February 2023, at 10.00 a.m. CET,
as a virtual general meeting without physical presence of shareholders or their proxies.
InvestorPortal and Livestream
The entire Annual General Meeting was broadcasted live (video and audio) for duly registered shareholders and their proxies on METRO AG's internet-based, electronic InvestorPortal. The exercise of voting rights was also possible via the InvestorPortal. Please note that in addition to the holders of ordinary shares also the holders of preference shares were entitled to vote (for details please see the invitation to the Annual General Meeting). Also in case of an authorisation of third parties, voting rights could only be exercised by way of an electronic postal vote or by issuing powers of attorney and instructions to the proxies nominated by the Company.
On the day of the Annual General Meeting the speech of the Chairmen of the Management Board was streamed live on the internet for everybody’s interest, starting at approx. 10:15 a.m. CET.
Invitation and Documents
Please note
The legally binding language for the agenda of and the general information on the Annual General Meeting 2023 of METRO AG is German. Accordingly, only the German version constitutes the legally binding document while the English version is a convenience translation only.
Invitation to the Annual General Meeting on 24 February 2023
The agenda includes further information, in particular regarding
- the terms and conditions for participation at the Annual General Meeting and the exercise of voting rights,
- the record date and its relevance pursuant to § 123 (4) sent. 2 German Stock Corporation Act (Aktiengesetz),
- the process of exercising voting rights via postal vote,
- the process of exercising voting rights by a proxy,
- information about rights of shareholders pursuant to § 122 (2), § 126 (1), §§ 127, 131 (1) German Stock Corporation Act,
- the total number of shares and voting rights at the time of the calling of the Annual General Meeting, and
- a reference to the Company's website via which the information pursuant to § 124a German Stock Corporation Act is made available.
Additional note to agenda item 4 (election of the auditor)
KPMG AG Wirtschaftsprüfungsgesellschaft, Berlin, has served as the auditor of METRO AG without interruption since the financial year 2016/17. The auditor responsible for the audit for the financial year 2021/22 is Dr Thorsten Hain; he has signed METRO AG's audit opinion since the financial year 2017/18. The auditor responsible for the audit for the financial year 2022/23 is Mr Michael Jessen; he will sign METRO AG's audit opinion for the first time for the financial year 2022/23.
Annual Report 2021/22 - Consolidated Financial Statements
Approved consolidated financial statements of METRO AG and combined management report for METRO AG and METRO group for the financial year 2021/22, including inter alia the report of the Supervisory Board and the remuneration report.
Annual Financial Statements 2021/22
Adopted annual financial statements of METRO AG for the financial year 2021/22.
Annex to agenda item 5 (Elections to the Supervisory Board)
Information on the resolution proposal of the Supervisory Board for the election to the Supervisory Board:
- Mr Marco Arcelli
- Ms Gwyneth Burr
- Ing. Jana Cejpková, Ph.D.
- Prof. Dr Edgar Ernst
- Mr Georg Vomhof
Information with regard to agenda item 6 (Proposed changes of the Articles of Association)
Synoptical juxtapposition of the current version of § 16 of the Articles of Association of METRO AG and the intended amendments of this regulation according to the resolution proposals under agenda item 6.
Articles of Association of METRO AG
Version: Resolution of the Annual General Meeting of 11 February 2022
Annex to agenda item 7 (Approval of the Remuneration Report for the 2021/22 financial year)
Annex to agenda item 8 (Approval of the Remuneration System for the members of the Management Board)
Information on the renumeration system for the members of the Management Board of METRO AG effective as of financial year 2022/23.
Information pursuant to Implementing Regulation (EU) 2018/1212 for the notification pursuant to § 125 of the German Stock Corporation Act of METRO AG
Motions and Elections Nominations by Shareholders
Shareholder motions (§ 126 German Stock Corporation Act) and election nominations by shareholders (§ 127 German Stock Corporation Act) will be made available on this website.
Notes and recommendations for connecting via video communication
Notice: All documents published above are non-binding convenience translations. In all cases the German language version shall prevail.
Voting Results
Voting results of the Annual General Meeting of METRO AG on 24 February 2023.
Confirmation of the exercise of voting rights
After termination of the Annual General Meeting, all shareholders will receive upon request a confirmation of the exercise of voting rights according to § 129 German Stock Corporation Act. The confirmation may be accessed by the entitled persons in the InvestorPortal or be requested via e-mail to
anmeldestelle@computershare.de
