MLP Annual General Meeting 2017

Presentation by Dr. Uwe Schroeder-Wilberg (German only)

To the Pictures

Wiesloch, 29th June 2017
All items on the agenda approved by large majority of shareholders

• Dividend of 8 cents per share approved
• Discharge granted to the Executive Board and Supervisory Board at MLP at the Annual General Meeting in Wiesloch with an approval rate of more than 98 percent
• Shareholders decide in favour of change of corporate form to a European company (SE)

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Share capital	109,334,686 €
Outstanding share capital	109,334,686 units
Attendant shares	78,069,407
Share of the attendant share capital	71.40%

The Annual Shareholders' Meeting of MLP AG voted on June 29 , 2017 for the items 2 to 8 of the agenda with the following results (including voting by mail):

2. Resolution concerning the use of unappropriated profit as per December 31, 2016

Valid votes	77,811,691
Share of the resulting share capital represented	71.17%
Yes-votes	77,802,484
Percentage of Yes-votes	99.99%
No-votes	9,207
Percentage of No-votes	0.01%

3. Resolution on the discharge of the Executive Board for the financial year 2016

Valid votes	77,533,215
Share of the resulting share capital represented	70.91%
Yes-votes	77,522,568
Percentage of Yes-votes	99.99%
No-votes	10,647
Percentage of No-votes	0.01%

4. Resolution on the discharge of the Supervisory Board for the financial year 2016

Valid votes	45,213,847
Share of the resulting share capital represented	41.35%
Yes-votes	44,548,584
Percentage of Yes-votes	98.53%
No-votes	665,263
Percentage of No-votes	1.47%

5. Appointment of the auditor for the financial statements and the consolidated financial statements for the financial year 2017

Valid votes	72,675,818
Share of the resulting share capital represented	66.47%
Yes-votes	71,749,527
Percentage of Yes-votes	98.73%
No-votes	926,291
Percentage of No-votes	1.27%

6. Resolution on the authorisation to acquire own shares including their utilisation under exclusion of subscription rights

Valid votes	77,935,190
Share of the resulting share capital represented	71.28%
Yes-votes	77,774,511
Percentage of Yes-votes	99.79%
No-votes	160,679
Percentage of No-votes	0.21%

7. Resolution on the authorisation regarding the use of equity derivatives when acquiring own shares

Valid votes	77,935,210
Share of the resulting share capital represented	71,28%
Yes-votes	77,774,643
Percentage of Yes-votes	99.79%
No-votes	160,567
Percentage of No-votes	0.21%

8. Resolution on the change in corporate form of the Company to a European company (SE)

Valid votes	77,962,393
Share of the resulting share capital represented	71.31%
Yes-votes	77,798,043
Percentage of Yes-votes	99.79%
No-votes	164,350
Percentage of No-votes	0.21%

Invitation and Agenda to the AGM 2017
The pdf contains

• Invitation
• Agenda
• Prerequisites for participation in the AGM and for exercising voting rights
• Information regarding questions, motions, election proposals and requests for information from shareholders
• Total number of shares and voting rights at the time of convening the AGM
• Notifications and documents with regard to item 8 on the agenda for the AGM – conversion plan and articles of association of MLP SE as well as information in accordance with § 125 (1) sentence 5 German Stock Corporation Act (AktG) regarding the proposed appointment of candidates for the supervisory board
• Report of the Executive Board with regard to item 6 (authorisation to acquire own shares) on the agenda for the AGM pursuant to §§ 71 (1) No.8, 186 (4) sentence 2 of the German Stock Corporation Act (AktG)
• Report of the Executive Board with regard to item 7 (authorisation regarding the use of equity derivatives when acquiring own shares) on the agenda for the AGM pursuant to §§ 71 (1) No.8, 186 (4) sentence 2 of the German Stock Corporation Act (AktG)

Explanations on the rights of shareholders

Explanatory report
on the disclosures pursuant to § 176 (1) of the German Stock Corporation Act (AktG), § 289 (4) and § 315 (4) of the German Commercial Code (HGB)

Articles of Association

MLP Group Annual Report 2016
(including Joint Management Report for MLP AG and Group, Consolidated Financial Statement and Report by the Supervisory Board)

Annual Financial Statement MLP AG 2016
(including Financial Statements and Report by the Supervisory Board)

Proposal for the appropriation
of MLP AG's unappropriated profit 2016

Countermotions
Mr. König (German only)

Statement
on the countermotions of Mr. König (German only)

Countermotions / Election nomination
Mrs. Bülowius (German only)

Statement
on the countermotions and election nomination of Mrs. Bülowius (German only)

Declaration of Compliance dated December 2016

Additional information regarding item 8 on the agenda – Resolution on the change in corporate form of the Company to a European company (SE)

• CONVERSION PLAN
• ARTICLES OF ASSOCIATION OF MLP SE
• CONVERSION REPORT
  (German only)
• Certificate of verification of the capital coverage
  in line with article 37 (6) SE Regulation (German only)
• Most important questions and answers concerning the change in corporate form
• MLP Group Annual Report 2014
  (including Joint Management Report for MLP AG and Group, Consolidated Financial Statement and Report by the Supervisory Board)
• MLP Group Annual Report 2015
  (including Joint Management Report for MLP AG and Group, Consolidated Financial Statement and Report by the Supervisory Board)
• MLP Group Annual Report 2016
  (including Joint Management Report for MLP AG and Group, Consolidated Financial Statement and Report by the Supervisory Board)
• Annual Financial Statement MLP AG 2014
  (including Financial Statements and Report by the Supervisory Board)
• Annual Financial Statement MLP AG 2015
  (including Financial Statements and Report by the Supervisory Board)
• Annual Financial Statement MLP AG 2016
  (including Financial Statements and Report by the Supervisory Board)
  

Members of the Supervisory Board ( Portraits )

Supervisory Board members' attendance of meetings (PDF)

Directions to the venue
Palatin Kongress-/Kulturzentrum in Wiesloch, Germany