DHL 2010 Annual Report Download - page 39

amount of up to   billion, on one or more occasions, by or before  May , thereby
granting option and/or conversion rights for new shares in an amount not to exceed
  million of the share capital. To this end, the share capital is contingently increased
by up to   million (Contingent Capital , article of the Articles of Association).
When issuing bonds with warrants and/or convertible bonds, shareholder subscription
rights may only be disapplied subject to the terms of the aforementioned resolution and
pending the consent of the Supervisory Board. Further details may be found in the mo-
tion adopted by the  under agenda item  of the  of  May .
Authorisation to issue bonds with warrants and/or convertible bonds is standard
business practice amongst publicly listed companies. It allows the company to  nance
its activities  exibly and promptly and gives it the  nancial leeway to take advantage of
favourable market situations at short notice, for example by o ering company shares or
bonds with warrants/convertible bonds as a consideration within the context of com-
pany mergers, and when acquiring companies or shareholdings in companies. To date,
the Board of Management has not made use of this authorisation.
On  May , the Board of Management and the Supervisory Board will make
aproposal to the Annual General Meeting of Deutsche Post  to adopt a new authori-
sation to issue bonds with warrants, convertible bonds and /or income bonds as well as
pro t participation certi cates with a maturity date of  May .
Finally, the  of  April  authorised the company to buy back shares up
to an amount not to exceed   of the share capital existing as of that date, by or be-
fore  April .  is authorisation is subject to the proviso that at no time should
the shares acquired in this way, together with the shares already held by the company,
account for more than   of the share capital.  e shares may be purchased through the
stock market, a public o er, a public call for o ers of sale from the company’s sharehold-
ers or by some other means in accordance with section a of the AktG.  e authorisa-
tion permits the Board of Management to exercise it for every purpose authorised by
law, particularly to redeem the purchased own shares without a further  resolution,
subject to the consent of the Supervisory Board. Details may be found in the motion
adopted by the  under agenda item of the  of  April .
To supplement this authorisation, on  April  the  also authorised the
Board of Management – within the scope resolved by the  of  April  in
agenda item – to acquire own shares, including the use of derivatives, namely by
servicing options that, upon their exercise, require the company to acquire own shares
(put options), by exercising options that, upon their exercise, grant the company the
right to acquire own shares (call options) or using a combination of put and call options.
All share acquisitions using put options, call options or a combination of the two are
limited to a maximum of   of the share capital existing on the date of the resolution.
 e term of the options may not be more than  months, must expire by no later than
 April  and be selected such that the acquisition of own shares by exercising the
options cannot occur a er  April . Details may be found in the motion adopted
by the  under agenda item  of the  of  April .
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Deutsche Post DHL Annual Report 
Group Management Report
Business and Environment
Disclosures required by takeover law
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