During the last months, MarCap Investors, New Jersey, USA, supported by other investment funds such as K Capital Partners, Boston, and Wyser-Pratte Management Co., New York, had called for significant changes at CeWe Color, alleging the company‘s Supervisory Board and Management to violate rules of Corporate Governance and claiming that the company was over-capitalized and was loosing ground against its competitors due to poor management.
After nearly 12 hours of intensive discussions, the annual shareholder meeting approved the Supervisory Board and the Board of Management with approximately 59 percent of the voting shares present. With a majority of nearly 85 percent, the shareholders approved a dividend of Euro 1.20 per share for fiscal 2006. Earlier this year, the hedge-funds had called for an extraordinary dividend of Euro 5 per share. With a majority of approximately 57 percent, the shareholders formally expressed their confidence in the current management, led by CEO Dr. Rolf Hollander.
The shareholders also agreed to a proposal of the CeWe Color Board to change the company‘s constitution. As a result, a majority of 75 percent of the voting shares is now required to replace a member of the Supervisitory Board during his or her term of election. CeWe‘s biggest shareholder, the community of heirs of the company‘s founder, Heinz Neumueller, holds 27.1 percent of the stock.
While official statements are not yet available, the discussion during the shareholder meeting indicates that some of the hedge-funds consider legal action against the votes of the shareholders. The majority of the shareholders present, however, applauded demonstratively the approval of Hubert Rothärmel, Chairman of the Supervisory Board of CeWe Color Holding AG, and CEO Dr. Rolf Hollander.