24 April 2024
B&M European Value Retail
S.A
3, rue Gabriel Lippmann,
L-5365 Munsbach,
(the
"Company")
Notice of Ordinary General
Meeting
B&M European Value Retail S.A.
(the "Company"), the UK's leading general merchandise value
retailer, announces that it has released today notice of an
Ordinary General Meeting of the Company ("OGM" or
"Meeting").
The Ordinary General Meeting will be
held on Wednesday 29 May 2024 at
the SOFITEL Grand-Ducal, 35, rue du Laboratoire, L-1911
Luxembourg, commencing at 8:00 am
(CET).
The purpose of the Meeting is to
deliberate on the appointment of Nadia Shouraboura as a Director of the
Company.
The notice of the Ordinary General
Meeting is available on the Company's website at
https://www.bandmretail.com/investors/company-meetings/ogm
and a summary of that notice is set out in
Appendix to this announcement.
Enquiries
B&M European Value Retail S.A.
For further information please
contact +44 (0) 151 728 5400
Alejandro Russo, Chief Executive
Officer
Michael Schmidt, Chief Financial
Officer
investor.relations@bandmretail.com
APPENDIX
B&M European Value Retail
S.A.
Société Anonyme
Registered office: 3, rue Gabriel
Lippmann, L-5365 Munsbach
Grand-Duchy of Luxembourg
R.C.S. Luxembourg: B
187275
Summary of the notice of the
Ordinary General Meeting of B&M European Value Retail S.A. to
be held at 08:00 am (CET) on Wednesday 29 May 2024 at the SOFITEL
Grand-Ducal, 35, rue du Laboratoire,
L-1911 Luxembourg.
AGENDA
1. To appoint Nadia
Shouraboura as a Director of the Company with immediate effect and
until the annual general meeting resolving on the annual accounts
and financial statements for the financial year ended 31 March
2024.
EXPLANATION OF BUSINESS TO BE CONSIDERED AT THE ORDINARY
GENERAL MEETING
Appointment of a Non-Executive Director
The Board of Directors of the
Company (the "Board") presently comprises eight members including
the non-executive Chairman, two executive directors and five
independent non-executive directors.
As announced on 22 March 2024,
following a search undertaken by Russell Reynolds on behalf of the
Nomination Committee of the Company and a series of interviews, the
Nomination Committee has recommended that Nadia Shouraboura be
appointed as a further Independent Non-Executive Director to the
Board of B&M European Value Retail S.A..
The Board approved that
recommendation and unanimously resolved to propose to the
shareholders of the Company the appointment of Nadia Shouraboura
with immediate effect.
In accordance with Luxembourg law,
her appointment is required to be approved by a resolution of the
shareholders. Accordingly, the Ordinary General Meeting of the
shareholders of the Company to be held on 29 May 2024 is to
deliberate and vote on the proposed appointment of Nadia
Shouraboura.
Subject to shareholders' approval,
Nadia Shouraboura will join the Remuneration Committee and the
Audit & Risk Committee of the Company.
Nadia has a very broad range of
experience which includes public company roles and leading
entrepreneurial ventures in retail and other sectors. She is
currently serving as non-executive director at Ferguson plc,
Formlabs Inc., MTS Group / Mobile Telesystems PJSC, Tosca Limited
and Ocado Group plc.
NOTES
Quorum and voting
The quorum for the meeting is at
least one shareholder present in person or represented by proxy.
Each holder of ordinary shares has one vote in respect of each
ordinary share held, save when voting rights are suspended. The
resolution will be passed if approved by a simple majority of the
votes cast, regardless of the proportion of the issued share
capital represented by shareholders at the meeting.
Total voting rights
As at 23 April 2024 (being the last
business day prior to the publication of the notice of OGM) the
Company's issued share capital consists of 1,002,790,896 (one
billion two million seven hundred and ninety thousand eight hundred
and ninety-six) ordinary shares, carrying one vote each. The
Company holds no treasury shares, but the voting rights attached to
11,459 (eleven thousand four hundred and fifty-nine) shares are
suspended and therefore the total voting rights in the Company as
at 23 April 2024 is 1,002,779,437 (one billion two million seven
hundred and seventy-nine thousand four hundred and
thirty-seven).