DHL 2015 Annual Report Download - page 174

Deutsche Post  Group —  Annual Report
Authorised Capital 
As resolved by the Annual General Meeting on  May , the
Board of Management is authorised, subject to the consent of the
Supervisory Board, to issue up to  million new, no-par value
registered shares until  May  in exchange for cash and / or
non-cash contributions and thereby increase the company’s share
capital. e authorisation may be used in full or for partial amounts.
Shareholders generally have subscription rights. However, subject
to the approval of the Supervisory Board, the Board of Management
may disapply the shareholders’ subscription rights to the shares
covered by the authorisation.
Capital increases
Number
ofshares
Registered on
 March  656,915
 December  1,507,473
 December  1,568,593
In nancial year , Deutsche Post ’s Board of Management
made partial use of theauthorisation granted to it in accordance
with article   of theArticles of Association of Deutsche Post ,
to increase Deutsche Post ’s share capital by ,,. by
issuing ,, new no-par value registered shares with a notional
interest in the share capital of . per share in exchange for cash
contrib utions. e capital increase was entered in the commercial
register on  December . e shares participate in the consoli-
dated net prot for . Implementation of the capital increase
entailed transaction costs of . million. Authorised Capital ,
which originally amounted to  million, now amounts to
 million.
Contingent Capital 
In its resolution dated  May , the Annual General Meeting
authorised the Board of Management, subject to the consent of the
Supervisory Board, to issue bonds with warrants, convertible bonds
and / or income bonds as well as prot participation certicates, or
a combination thereof, in an aggregate principal amount of up to
 billion, on one or more occasions until  May , thereby
granting options or conversion rights for up to  million shares
with a proportionate interest in the share capital not to exceed
 million.
Full use was made of the authorisation in December  by
issuing a  billion convertible bond. e share capital was in-
creased on a contingent basis by up to  million. It was reduced
by ,. through the issue of new shares in nancial year .
Contingent Capital 
In its resolution dated  May , the Annual General Meeting
authorised the Board of Management, subject to the consent of the
Supervisory Board, to issue bonds with warrants, convertible bonds
and / or income bonds as well as prot participation certicates, or
a combination thereof, in an aggregate principal amount of up to
. billion, on one or more occasions until  May , thereby
granting options or conversion rights for up to  million shares
with a proportionate interest in the share capital not to exceed
 million. e share capital was increased on a contingent basis
by up to  million. No use was made of the authorisation in the
reporting year.
Contingent Capital 
In its resolution dated  May , the Annual General Meeting
authorised the Board of Management to contingently increase the
share capital by up to  million through the issue of up to  mil-
lion new no-par value registered shares. e contingent capital in-
crease serves to grant subscription rights to selected Group execu-
tives. e subscription rights may only be issued based on the
aforementioned Annual General Meeting resolution of  May .
e contingent capital increase will only be implemented to the
extent that shares are issued based on the subscription rights
granted and the company does not settle the subscription rights by
cash payment or delivery of treasury shares. e new shares partici-
pate in prot from the beginning of the nancial year in which they
are issued. e share capital was increased on a contingent basis
byup to  million. No use was made of the authorisation in the
reporting year.
. Authorisation to acquire treasury shares
By way of a resolution adopted by the Annual General Meeting on
 May , the company is authorised to acquire treasury shares
in the period to  May  of up to   of the share capital exist-
ing when the resolution was adopted. e authorisation permits the
Board of Management to exercise it for every purpose permitted by
law, and in particular to pursue the goals mentioned in the reso-
lution by the Annual General Meeting.
Treasury shares acquired on the basis of the authorisation, with
shareholders’ subscription rights disapplied, may continue to be
used for the purposes of listing on a stock exchange outside Ger-
many. In addition, the Board of Management remains authorised
to acquire treasury shares using derivatives.
Deutsche Post  acquired treasury shares for the total amount
of  million (average price of . per share) in order to settle
the  tranche of the Share Matching Scheme.
e company increased its share capital in  to settle claims
to matching shares under the  tranche. e treasury shares
were issued to the executives concerned in April .
In addition, a further , shares were acquired at a price of
. to settle claims to matching shares and issued to persons who
have since le the Group.
To settle the  tranche of the Share Matching Scheme due
in , treasury shares were purchased for a total price of  mil-
lion (average price of . per share) in December .
As at  December , Deutsche Post  held ,, treas-
ury shares.
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