- Alcon welcomes its shareholders to its first in-person
AGM
- In addition to the regular agenda items, Alcon Board of
Directors proposes to amend the Articles of Incorporation to
conform to recent Swiss corporate law reform
- Proposed dividend of CHF 0.21 cash per share
Regulatory News:
Alcon (SIX/NYSE: ALC), the global leader in eye care, will hold
its Annual General Meeting (AGM) on May 5, 2023.
Alcon is pleased to welcome shareholders to its first in-person
AGM since becoming an independent, standalone company in April
2019. The company looks forward to hearing directly from its
shareholders at this open format meeting.
The agenda for this 2023 AGM consists of the regular items as
required by law, as well as the proposal to amend Alcon’s Articles
of Incorporation, in line with the entry into force of the Swiss
corporate law reform and governance best practices. Alcon Board of
Directors proposes in particular the introduction of a capital
range and a conditional share capital to support Alcon’s capital
structure management in today’s fast paced capital market
environment. No approval is sought for future virtual AGMs.
The invitation to the AGM, including explanatory information on
individual agenda items, will be published in the Swiss Gazette of
Commerce on March 30, 2023, and will be available, together with
the Say-on-Pay brochure, the brochure regarding the Amendments to
the Articles of Incorporation and additional related material,
online at
https://investor.alcon.com/news-and-events/events-and-presentations/event-details/2023/2023-Annual-General-Meeting/default.aspx.
Agenda for Alcon’s
2023 AGM
1.
Approval of the operating and financial
review of Alcon Inc., the annual financial statements of Alcon Inc.
and the consolidated financial statements for 2022
2.
Discharge of the members of the Board of
Directors and the members of the Executive Committee
3.
Appropriation of earnings and declaration
of dividend as per the balance sheet of Alcon Inc. of December 31,
2022
- If approved by the shareholders, a dividend of CHF 0.21 in cash
per share will be payable with the first trading day ex-dividend
expected to be May 10, 2023, the record date expected to be May 11,
2023, and the payout date in Switzerland expected to be on or
around May 12, 2023. The Swiss withholding tax of 35% will be
deducted from the gross dividend amount.
4.
Votes on the compensation of the Board of
Directors and of the Executive Committee
4.1
Consultative vote on the 2022 Compensation
Report
4.2
Binding vote on the maximum aggregate
amount of compensation of the Board of Directors for the next term
of office, i.e., from the 2023 Annual General Meeting to the
2024 Annual General Meeting
4.3
Binding vote on the maximum aggregate
amount of compensation of the Executive Committee for the following
financial year, i.e., 2024
5. Re-election of the current Chair and the current Members
of the Board of Directors 6. Re-election of the current
members of the Compensation Committee 7. Re-election of the
independent representative 8. Re-election of the statutory
auditors 9. Amendments to the Articles of Incorporation
9.1 Deletion of the current Article 4a and introduction of a
capital range (new Article 4a) 9.2 Introduction of a conditional
share capital (new Article 4b) 9.3 Share capital (Article 4 and new
Article 4c) 9.4 Shareholders matters (Article 9, Article 10
paragraph 2, Article 11 paragraph 1, Article 12, Article 17,
Article 18 and Article 38) 9.5 Board of Directors and related
topics (Article 22 and Article 24 paragraph 1) 9.6 Compensation and
related topics (Article 29 paragraph 4, Article 30, Article 33 and
Article 34 paragraph 3 and paragraph 4)
Cautionary Note Regarding
Forward-Looking Statements
This press release contains “forward-looking statements” within
the meaning of the safe harbor provisions of the United States
Private Securities Litigation Reform Act of 1995. Forward-looking
statements can be identified by words such as: “anticipate,”
“intend,” “commitment,” “look forward,” “maintain,” “plan,” “goal,”
“seek,” “target,” “assume,” “believe,” “project,” “estimate,”
“expect,” “strategy,” “future,” “likely,” “may,” “should,” “will”
and similar references to future periods. An example of a
forward-looking statement includes, among others, statements Alcon
makes regarding the payment of a dividend.
Forward-looking statements are neither historical facts nor
assurances of future performance. Instead, they are based only on
our current beliefs, expectations and assumptions regarding the
future of our business, future plans and strategies, and other
future conditions. Because forward-looking statements relate to the
future, they are subject to inherent uncertainties and risks that
are difficult to predict. Some of these factors are discussed in
our filings with the United States Securities and Exchange
Commission, including our Form 20-F. Should one or more of these
uncertainties or risks materialize, or should underlying
assumptions prove incorrect, actual results may vary materially
from those anticipated. Therefore, you should not rely on any of
these forward-looking statements.
Forward-looking statements in this press release speak only as
of the date they are made, and we assume no obligation to update
forward-looking statements as a result of new information, future
events or otherwise.
About Alcon
Alcon helps people see brilliantly. As the global leader in eye
care with a heritage spanning over 75 years, we offer the broadest
portfolio of products to enhance sight and improve people’s lives.
Our Surgical and Vision Care products touch the lives of more than
260 million people in over 140 countries each year living with
conditions like cataracts, glaucoma, retinal diseases and
refractive errors. Our more than 25,000 associates are enhancing
the quality of life through innovative products, partnerships with
Eye Care Professionals and programs that advance access to quality
eye care. Learn more at www.alcon.com.
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Investor Relations Daniel
Cravens Allen Trang + 41 589 112 110 (Geneva) + 1 817 615 2789
(Fort Worth) investor.relations@alcon.com
Media Relations Steven Smith
+ 41 589 112 111 (Geneva) + 1 817 551 8057 (Fort Worth)
globalmedia.relations@alcon.com
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