BKW AG
General Meeting Secretariat
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Attendance
At the commencement of the Meeting the share capital of CHF 132 million (52,800,000 registered shares) was represented by 942 shareholders attending in person or represented by proxy. These accounted for a total of 37,313,539 registered shares at CHF 2.50 each and the corresponding number of voting rights. Of these voting rights, 9,606,400 were represented by the attending independent proxy, Andreas Byland (Notary). Altogether, therefore, 78.9% or CHF 93,283,847.50 of the voting capital was represented.
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Results of Votes
The following results of votes were obtained electronically.
Item 1
Reporting on the 2025 Fiscal Year
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Approval of the management report, consolidated financial statements and annual financial statements for 2025
The board of directors proposes that the management report, the consolidated financial statements and the annual statements for 2025 be approved.
Abstentions
38,525
Yes
37,720,163
No
18,589
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Advisory vote on the 2025 remuneration report
The board of directors proposes that the 2025 remuneration report be accepted.
Abstentions
200,639
Yes
36,399,844
No
1,178,298
- Approval of the 2025 report on non-financial matters
The board of directors proposes that the 2025 report on non-financial matters be approved.
Abstentions | 59,566 |
Yes | 36,523,647 |
No | 1,192,564 |
Item 2
Discharge of the board of directors and the executive committee
The board of directors proposes to grant discharge to the members of the board of directors and the executive committee for the 2025 fiscal year.
Abstentions | 75,968 |
Yes | 37,482,141 |
No | 186,881 |
Item 3 2025 appropriation of retained earnings | |
The board of directors proposes that | retained earnings for 2025 amounting to |
CHF 631,446,938 be appropriated as follows: Ordinary dividend of CHF 3.80 per eligible share (CHF 200,527,721) and Balance carried forward CHF 430,919,217.
Abstentions | 27,742 |
Yes | 37,737,318 |
No | 15,772 |
Item 4 Amendments to the statutes |
The board of directors proposes the following amendments to the wording of certain provisions of the statutes: Article 5 (new section 3), article 19 (amendment), article 21 (amendment).
Abstentions | 101,628 |
Yes | 37,443,822 |
No | 232,749 |
Item 5
Vote on the remuneration of the members of the board of directors and the executive committee
- Maximum remuneration of the board of directors in the 2026/2027 term of office
The board of directors proposes to approve the unchanged total amount of up to CHF 1.8 million for the board of directors' remuneration in the 2026/2027 term of office.
Abstentions | 83,007 |
Yes | 37,151,692 |
No b) Maximum remuneration of the executive committee in the 2027 fiscal year | 545,408 |
The board of directors proposes to approve the total amount of up to CHF 11.8 million for the executive committee's remuneration during the 2027 fiscal year.
Abstentions | 85,798 |
Yes | 37,097,452 |
No | 594,053 |
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Board of directors and chairman of the board of directors
The board of directors proposes to re-elect the following previous members individually for the next statutory term of office, that is, until the conclusion of the 2027 7 General Meeting: Carole Ackermann, Roger Baillod (member and chairman), Petra Denk, Linda de Winter, Rebecca Guntern and Martin à Porta. In addition, the board of directors proposes that Mr. Martin Keller be newly elected to the board of directors.
1. Ms. Carole Ackermann as member of the board of directors
Abstentions
37,600
Yes
37,414,540
No
324,818
2. Mr. Roger Baillod as member and chairman of the board of directors
Abstentions
154,802
Yes
36,921,889
No
700,267
3. Ms. Petra Denk as member of the board of directors
Abstentions
41,549
Yes
37,544,507
No
190,902
4. Ms. Linda de Winter as member of the board of directors
Abstentions
43,543
Yes
37,655,213
No
78,202
5. Ms. Rebecca Guntern as member of the board of directors
Abstentions
40,662
Yes
37,561,639
No
174,657
6. Mr. Martin à Porta as member of the board of directors
Abstentions
41,872
Yes
37,586,976
No
148,110
7. Mr. Martin Keller as member of the board of directors
Abstentions
44,492
Yes
37,670,894
No
61,562
- Personnel and Remuneration Committee
The board of directors proposes that the following members be elected individually to the Personnel and Remuneration Committee of the board of directors for the next statutory term of office, that is, until the conclusion of the 2027 ordinary General Meeting: Rebecca Guntern, Martin à Porta and Andreas Rickenbacher.
1. Ms. Rebecca Guntern Abstentions | 59,574 |
Yes | 37,323,000 |
No | 396,976 |
2. Mr. Martin à Porta Abstentions | 58,718 |
Yes | 37,605,836 |
No | 114,996 |
3. Mr. Andreas Rickenbacher Abstentions | 64,376 |
Yes | 37,431,457 |
No | 283,717 |
c) Independent Proxy |
The board of directors proposes that, for the next statutory term of office, that is, until the close of the ordinary General Meeting 2027, Ms. Notary Daniela Byland, Bern, be elected as independent proxy.
Abstentions | 32,873 |
Yes | 37,712,886 |
No | 31,634 |
d) Auditors |
The board of directors proposes the election of PricewaterhouseCoopers AG as auditors for the 2026 fiscal year.
Abstentions | 45,588 |
Yes | 37,659,389 |
No | 74,405 |
Bern, April 28, 2025
BKW AG
Kinga Frater
Secretary to the General Meeting
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