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A “virtual Annual General Meeting” is an annual general meeting held without the shareholders or their authorised representatives being physically present at the venue. The legislator provided us with this option by introducing the Act concerning Measures under the Law of Companies, Cooperative Societies, Associations, Foundations and Commonhold Property to Combat the Effects of the COVID-19 pandemic (“COVID-19 Act”), the effects of which have been prolonged due to the Reconstruction Aid Law (Aufbauhilfegesetz) as of 10 September 2021 until 31 August 2022.

As holding an event requiring physical presence during the COVID-19 pandemic would expose participants to the risk of infection and would be impossible without violating applicable regulations, the legislator has introduced the option of holding a virtual Annual General Meeting, enabling our Annual General Meeting to be held in compliance with the law. 

In view of the continuing COVID-19 pandemic, with the approval of the Supervisory Board, the Executive Board of RWE Aktiengesellschaft decided to exercise this option for the Annual General Meeting on 28 April 2022.

The online options for following the virtual Annual General Meeting have been expanded in exchange for waiving the right of shareholders to physically attend the Annual General Meeting. Most importantly, there will be an audio-visual webcast of the entire virtual Annual General Meeting, and the shareholders will be able to exercise their voting rights electronically and submit questions in advance. In addition, this year we give our shareholders the possibility to submit follow-up questions to their questions they have submitted in advance of the Annual General Meeting. Like in 2021 shareholders will have the possibility to submit written statements prior to  the virtual Annual General Meeting. All published statements can be found here on the website of RWE Aktiengesellschaft.

Yes, this is necessary if you intend to exercise your voting rights and ask the Executive Board questions or follow-up questions. The process for registering for the virtual Annual General Meeting is the same as the one you are familiar with from the normal Annual General Meetings with shareholder attendance that have been held thus far: You must submit your registration with the Company and furnish proof of share ownership via your depositary bank by a certain deadline.  You will receive a participation ticket instead of an admission ticket. 

Shareholders who duly request a participation ticket from a depositary bank usually do not need to do anything else. In such cases, registration and proof of share ownership are handled by the depositary bank. Please refer to the information in the invitation and any deadlines that may have been set by your depositary bank.

There will be an audio-visual webcast of the entire Annual General Meeting for shareholders and the interested public. You can view the simulcast here on 28 April 2022, starting at 10:00 a.m. (CEST).
As a duly registered shareholder, you can exercise your voting rights (if necessary via an authorised third party) in various ways:

You can exercise your voting rights electronically via the InvestorPortal by postal vote or by authorising the voting proxies nominated by the Company before and during the Annual General Meeting until the beginning of the determination of the outcomes of the votes. Access to the InvestorPortal will be provided here starting on 7 April 2022. The system can be used by providing the information printed on the participation ticket that is sent to all shareholders duly requesting a participation ticket by their depositary bank.

In addition, you can exercise your voting rights in the run-up to the Annual General Meeting by using the form provided for this purpose on the back of the participation ticket (‘Briefwahl und Stimmrechtsvertretung’ (Postal Vote and Voting Proxy) marked with a B).

The participation ticket, which is necessary in order to exercise voting rights in any event, will be sent to all shareholders duly requesting a participation ticket by their depositary bank.

As mentioned in the information regarding shareholders’ rights, duly registered shareholders have the right to ask questions. You may submit your questions to the Executive Board via the InvestorPortal until Tuesday, 26 April 2022, 24:00 hours CEST. Access to the InvestorPortal will be provided here starting on 7 April 2022. The system can be used by providing the information printed on the participation ticket that is sent to all shareholders duly requesting a participation ticket by their depositary bank.

As further defined in the statement of shareholder rights, the Company plans to voluntarily afford the shareholders the opportunity to temporally ask follow-up questions during the Annual General Meeting.  Follow-up questions can only be submitted via the InvestorPortal. You can find access to the InvestorPortal here. To use the system the information on the participation ticket, which is sent to the shareholder, who has requested the issuance of a participation ticket in time, by his depository bank. Shareholders can only submit follow-up questions to answers given by the Executive Board and the Supervisory Board to questions, submitted in accordance with the invitation requirements by the respective shareholder in advance of the Annual General Meeting.

The timeframe for follow-up questions will be set by the chairman of the Annual General Meeting in the Annual General Meeting.

As due to the concept of a virtual Annual General Meeting shareholders do not have the possibility to make statements regarding the Agenda during the Annual General Meeting, we provide our shareholders with the opportunity to submit written statements for publication on our website. 

These statements can be submitted under the address stated in the invitation (RWE Aktiengesellschaft, Legal, Compliance & Insurance (CEJ-C), RWE Platz 1, 45141 Essen, email: [email protected]) by no later than Tuesday, 26 April 2022, 24:00 CEST. The length of a statement shall not exceed 10,000 characters.

There is no legal right to the publication of the statements. Please also refer to the information regarding the shareholders‘ rights and the information in the invitation.

The Supervisory Board and the Executive Board of RWE Aktiengesellschaft will propose to the Annual General Meeting on 28 April 2022 that a dividend of € 0.90 per share be paid for fiscal 2021. Based on the 676,220,048 dividend-bearing shares, this results in a dividend payment of approximately € 608 million.

All permissible requests for supplements to the Agenda, countermotions and candidate nominations received by the Company will be published on our website together with any statements in response by management.

Moreover, requests for supplements will be published in the German Federal Gazette, disseminated throughout Europe and communicated pursuant to Section 125, Paragraph 1, Sentence 3 of the German Stock Corporation Act.

Our last Annual General Meeting was held on 28 April 2021 as virtual Annual General Meeting. The Annual General Meeting decided to pay a dividend of € 0.85 per share for fiscal 2020.

The next Annual General Meeting is scheduled for 4 May 2023.