The General Meeting of Shareholders of Miba Aktiengesellschaft of 6/19/2009 adopted a resolution to authorize the Management Board in accordance with Article 65, paragraph 1, line 8 and paragraphs 1a and 1b of the AktG (Austrian Companies Act) to acquire own shares (category “B” preferred shares) up to a maximum of 10% of the share capital of the company for a period of 30 months from the day said resolution was adopted, with the lowest nominal value to be paid for the buyback amounting to EUR 50.00 and the highest amounting to EUR 200.00, and to lay down the buyback conditions, provided that the Management Board publishes each of its resolutions as well as the respective buyback programs including their duration in accordance with the legal requirements. The authorization can be exercised entirely or in part as well as in several partial amounts and while pursuing one or several purposes by the company or for a third party on behalf of the company. Trading in own shares as the purpose of acquisition is excluded.
Furthermore, the Management Board was authorized to sell own shares (category “B” preferred shares) acquired on the basis of the above-mentioned resolution for the purpose of issuing the shares in return for the acquisition of companies, operations, independent divisions of enterprises or participations in one or more companies within or outside Austria in other ways than via stock markets or public offerings excluding the subscription right of the shareholders for a period of 5 years from the day the resolution was adopted, provided that the Supervisory Board gives its approval.
During its meeting on July 16, 2010, the Management Board decided to exercise its authorization to buy back company shares.
Details of the share buyback program:
Duration: August 1, 2010 to July 31, 2011
Class of shares: category “B” preferred shares
Intended volume: up to 30,000 category “B” preferred shares (up to approximately 2.3% of the share capital)
Acquisition price: between 50 euros and 200 euros
Acquisition method: via the stock market
Intended purpose of the acquisition: The buyback is carried out for any permitted purpose, in particular to use own shares for the purpose of issuing shares in return for the acquisition of companies, operations, independent divisions of enterprises or participations in one or more companies within or outside Austria.
Any modifications and any transactions performed in the context of the share buyback program will be published on the website of Miba Aktiengesellschaft under www.miba.com in accordance with Articles 6 and 7 of the Veröffentlichungsverordnung (Austrian Publication Regulation).