Pfleiderer Aktiengesellschaft
Neumarkt

Wertpapierkennnummer: 676 474
ISIN: DE0006764749

Annual Shareholders' Meeting of Pfleiderer Aktiengesellschaft
at 10:30 on Wednesday June 23, 2010
at the Hilton Munich Park Hotel, Am Tucherpark 7, 80538 Munich

Notes
on registration and proxy appointments

  1. General
  2. Pursuant to Article 18 of the Articles of Incorporation, shareholders listed in the Company's share register who give notice of their intention to attend the Annual Shareholders’ Meeting such that it is received by no later than 24:00 on Wednesday, June 16, 2010, are entitled to attend the Meeting and to exercise their voting rights. Shareholders may register for the Annual Shareholders’ Meeting by post, fax or e-mail (details may be found in the invitation) or on the Company's website: www.pfleiderer.com under “Investor Relations / Annual Shareholders' Meeting”. Following registration, shareholders or their proxies are sent admission tickets to the Annual Shareholders’ Meeting. This year we are again offering shareholders the facility of authorizing the Company's appointed proxies in advance of the Annual Shareholders’ Meeting to exercise their voting rights. Please note that the Company's appointed proxies may only exercise voting rights on the agenda items in relation to which shareholders have instructed them to do so, and that they cannot accept instructions on procedural motions either during the Annual Shareholders’ Meeting or in advance of it. Proxy appointments and voting instructions may be issued by post, fax or e-mail or on the Company's website. They must be received no later than 24:00 on Tuesday June 22, 2010. Shareholders using the website to register, order admission tickets, appoint proxies or issue voting instructions must identify themselves by entering their name, shareholder number and individual internet code, which may be found in the documentation accompanying invitations to the Annual Shareholders’ Meeting. If a particular shareholding is shown in the Company's share register as being jointly held, the names of all the joint holders must be entered.

  3. Registering and ordering admission tickets through the website
  4. Admission tickets ordered by shareholders registering through the website are issued in respect of the entire shareholding listed in the share register, whether it is held by an individual or by joint holders. It is not possible to register part of a shareholding through the website. This can only be done using the registration form sent out with invitations to the Annual Shareholders’ Meeting. Every share listed in the share register on the day of the Annual Shareholders’ Meeting entitles the holder to cast one vote. If a shareholder registers more than once, the last registration to reach the Company – regardless of the communication channel utilized – is deemed to have superseded all others. If several persons are listed in the share register as joint shareholders, a single representative should register for the Annual Shareholders’ Meeting on behalf of them all. Pfleiderer AG always assumes that a person registering on behalf of joint shareholders does so as a representative of them all. The same applies to the appointment of proxies.

  5. Proxies and instructions to the Company's voting proxies
  6. Pfleiderer AG has appointed Ms. Norma Körnig and Mr. Bernhard Orlik, both of Haubrok Corporate Events GmbH in Munich, as its voting proxies. They are bound by the instructions of the shareholders appointing them on how to cast their votes. Each is appointed individually as a proxy. Instructions to the Company's voting proxies expressly authorize the appointment of subproxies. The Company's voting proxies will be unable to exercise voting rights at the Pfleiderer AG Annual Shareholders’ Meeting on behalf of shareholders who fail to provide all the required information. If no instructions are issued or they are not entirely clear, the Company's voting proxies will either abstain or not vote, depending on the voting procedure. The Company's voting proxies cannot accept instructions to propose motions at the Annual Shareholders’ Meeting, to ask questions, or to declare opposition to a motion and ask for this to be recorded in the minutes. The Company's voting proxies will not participate in votes that were not announced in advance of the Annual Shareholders’ Meeting (such as procedural motions) with regard to which no instructions could therefore be issued. In such cases the Company’s voting proxies will either abstain or not vote, depending on the voting procedure.

  7. Appointing banks and shareholders' associations as proxies
  8. Shareholders wishing to be represented at the Pfleiderer AG Annual Shareholders’ Meeting by a bank or a shareholders' association must contact it directly – prior to making the appointment – in order to establish whether it will be represented at the Meeting. The form of the proxy appointment and of the voting instructions to be issued is a matter to be settled directly with the bank or shareholders' association. There is a proxy-appointment form at the end of the registration form sent to shareholders by Pfleiderer AG that can be sent directly to the bank or shareholders' association if it agrees to this procedure. The same applies effectively to the appointment of other equivalent persons pursuant to Section 135 (8) AktG that offer shareholders the commercial service of exercising their voting rights at the Annual Shareholders’ Meeting, or financial-services institutions or companies active pursuant to Section 53 (1) clause 1, Section 53b (1) clause 1 or (7) KWG.

  9. Notes on the technical availability of the website service and on data protection
  10. Pfleiderer AG has taken technical and organizational measures conforming to the latest standards to enable shareholders to utilize the Company's website to register for the Annual Shareholders’ Meeting, order admission tickets, appoint the Company's voting proxies and issue them with instructions on how to cast their votes. However, Pfleiderer AG does not guarantee that the service will always function perfectly. It accepts no liability for its failure or local unavailability, or for any interruption in the operations of the telecommunications network or the worldwide web. Pfleiderer AG can accept no responsibility for matters that are beyond its control. In the event that Pfleiderer AG identifies an unauthorized extraneous influence on the website facility for the Annual Shareholders’ Meeting, or on the data that has been stored in order to provide the service and that has been handled in accordance with the Federal Data Protection Act, Pfleiderer AG reserves the right to suspend or prematurely terminate the service without notice. In such cases, Pfleiderer AG will disregard registrations, proxy appointments and voting instructions placed through the website unless it is absolutely certain, following thorough investigation, that they have not been manipulated. As required by the relevant data-protection regulations, data gathered by Pfleiderer AG in connection with registrations for the Annual Shareholders’ Meeting, ordering admission tickets, appointing proxies and issuing voting instructions will be used exclusively for the purpose of conducting the 2010 Annual Shareholders’ Meeting. Where the Pfleiderer AG appointed voting proxies are instructed through the website service, the data relating to the use of the service are verifiably retained for three years as prescribed by corporate law. Pfleiderer AG wishes to point out that in accordance with the state of the art, the stability and availability of the website service for the Annual Shareholders’ Meeting may be subject to fluctuations. Pfleiderer AG therefore recommends shareholders wishing to register for the Annual Shareholders’ Meeting, order admission tickets, appoint the Company's voting proxies or issue voting instructions to them through the website to do so as soon as possible, so that if the service proves unavailable they will still have time to do so by post or fax.

Neumarkt, May 2010
Pfleiderer Aktiengesellschaft
The Executive Board
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