Brunel International N.V: GENERAL MEETING OF SHAREHOLDERS
April 01 2020 - 11:45AM
Brunel International N.V: GENERAL MEETING OF SHAREHOLDERS
GENERAL MEETING OF SHAREHOLDERS BRUNEL INTERNATIONAL
N.V.
Shareholders and other persons entitled to attend the meeting of
Brunel International N.V. (‘Company’) are invited to attend the
general meeting of shareholders that will take place on Thursday 14
May 2020 at 2.30 p.m. at B. Amsterdam, Building B.3 at Johan
Huizingalaan 400, 1066 JS Amsterdam.
Agenda: 1. Opening 2. Report of the board of
directors for the financial year 2019 (for information) 3.
Consideration of the implementation of the remuneration policy
(advisory vote) 4. Amendment of the remuneration policy for the
executive board and the supervisory board (voting item) 5.
Discussion and adoption of the annual accounts for the financial
year 2019 (voting item) 6. Approval of the board of directors'
management in 2019 and discharge from liability of the members of
the board of directors (voting item) 7. Approval of the supervisory
board's supervision in 2019 and discharge from liability of the
members of the supervisory board (voting item) 8. Reserves and
dividend policy (for discussion) 9a. Designation of the board of
directors as the body authorised to issue shares (voting item) 9b.
Designation of the board of directors as the body authorised to
limit or exclude the pre-emption right in the issue of shares
(voting item) 10. Authorisation of the board of directors to
purchase own shares in the Company’s capital (voting item) 11.
Amendment of the articles of association (voting item) 12.
Corporate governance (for discussion) 13. Proposal to reappoint the
external auditor (voting item) 14. Any other business 15. Close
The agenda with notes, the annual report and the explanation to
the annual accounts as well as the motion for amendment of the
articles of association and the explanation thereto are available
for inspection and can be obtained free of charge from Brunel
International N.V., John M. Keynesplein 33, 1066 EP Amsterdam, as
well as from ABN AMRO Bank N.V. (“ABN AMRO”, e-mail:
ava@nl.abnamro.com), and can be viewed on the website of Brunel
International N.V. (www.brunelinternational.net).
Persons who are in possession of shares of Brunel International
N.V. or are otherwise entitled to attend meetings in respect of
shares in the Company's capital on 16 April 2020 after processing
of all subscriptions and withdrawals per this date (the “Record
Date”) and have notified their intention to attend the meeting as
described below will have access to the meeting.
Notification Shareholders, usufructuaries and
holders of a right of pledge on shares, insofar as they are
entitled to attend the General Meeting of Shareholders, who wish to
attend the meeting in person or by means of a proxy are requested
to register themselves via www.abnamro.com/evoting or register
through their financial intermediary as of 17 April 2020, but no
later than 5 p.m. CET on 7 May 2020. In all circumstances the
intermediaries will need to issue a statement via
www.abnamro.com/intermediary, no later than 11 a.m. CET on 8 May
2020, stating that the shares were registered in the name of the
holder thereof on the Record Date whereupon the holder will receive
a proof of registration (the "Registration Note) which will also
serve as an admission ticket for the meeting. In addition, the
intermediaries are requested to include the full address details of
the relevant ultimate beneficial holders in order to be able to
verify the shareholding on the Record Date in an efficient manner.
The voting and meeting rights can also be exercised by a proxy.
Proxy and voting instructions can be given from 17 April 2020 until
7 May 2020 at 5 p.m. CET via www.abnamro.com/evoting.
Shareholders or other persons entitled to attend the meeting who
are not in position to give their proxy and voting instructions in
electronic form may file a written proxy at the offices of the
Company no later than 7 May 2020 at 5 p.m. CET. The person
exercising the proxy should present the Registration Note and a
copy of the proxy at the registration desk prior to the meeting.
Attendees to the meeting may be requested to show a valid
identification.
Coronavirus (COVID-19) outbreak In light of the
evolving coronavirus outbreak, Brunel International N.V. is closely
monitoring the situation. For the time being, the current situation
does not provide sufficient reason to postpone the meeting. To
mitigate potential health risks, Brunel International N.V. kindly
makes the unusual request to its shareholders not to attend the
meeting in person, and to make use of the option to exercise their
voting rights by way of electronic or written proxy. In order to
enable shareholder viewing, the meeting will be made public via
video webcasting. It will not be possible to vote and/or ask
questions via the webcast.
Questions by shareholders Brunel International
N.V. is inviting shareholders to submit any questions in relation
to the agenda items prior to the meeting. These questions shall be
addressed and discussed jointly during the meeting. Shareholders
are invited to address any such questions to the corporate
secretary, Mrs M.J.J. Rijnja, at the offices of Brunel
International N.V. (P.O. Box 9081, 1006 AB Amsterdam) or by e-mail
at m.rijnja@brunel.net by Friday 8 May 2020 at 05:00 p.m. CET
at the latest.
In order to further mitigate potential health risks, the Company
will not organise social gatherings surrounding the meeting.
Unfortunately, this means no pre-or postmeeting receptions will
take place. The members of the supervisory board and board of
directors present during the meeting will not be available for
social interaction other than at the meeting itself. Brunel
International N.V. will continue to monitor developments closely
and is bound by any further measures announced by the Dutch
government. Depending on any further measures, the Company may
impose additional requirements regarding the presence of
shareholders at the meeting or even postpone the meeting. Brunel
International N.V. advises people to regularly check its website
for any further updates.
Amsterdam, 31 March 2020
The board of directors
Brunel International NV (EU:BRNL)
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