Pre-Annual General Meeting Information • Sep 29, 2023
Pre-Annual General Meeting Information
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Holders of securities are invited to attend:
The special and extraordinary general meetings of shareholders of Mithra Pharmaceuticals SA (the "Company") that will take place on Monday, 30 October 2023 at 2 pm (Belgian time), at Mithra CDMO, rue de l'Expansion 57, 4400 Flémalle (Belgium), in order to deliberate and vote on the agendas detailed below. If the attendance quorum for the items on the agenda of the extraordinary general meeting mentioned below is not reached, a second extraordinary general meeting will be held for these items on Thursday, 23 November 2023 at 2 pm (Belgian time), unless, as the case may be, it is decided otherwise by the board of directors.
Revised agenda and revised proposed resolutions: On 5 October 2023, the Company received, in accordance with article 7:130 of the Belgian Companies and Associations Code, a joint request from eight shareholders holding, together, (on the basis of attestations sent to the Company by the aforementioned shareholders, and drawn up by their respective authorized account holders, certifying the registration in their names of the corresponding numbers of dematerialized shares) 6.15% of the Company's outstanding shares, to add additional items and proposed resolutions to the agenda of the special general shareholders' meeting published on 29 September 2023. The additional items and proposed resolutions have been added to the agenda as new items 5 and 6 of the special general meeting's agenda. In accordance with article 7:130 of the Belgian Companies and Associations Code, the Company has provided amended forms for votes by mail and proxy votes. Proxies and votes by mail received by the Company prior to publication of the revised agenda remain valid for the agenda items to which the proxies and votes by mail apply, subject, however, to applicable law and further clarifications contained in the proxy and vote by mail forms.
Additional items and proposed resolutions will only be dealt with by the special general meeting if the relevant shareholders have complied with the registration and notification formalities indicated in this convening notice.
The revised agenda and revised proposed resolutions of the special general shareholders' meeting of the Company which, if necessary, may be amended at the meeting on behalf of the board of directors, are as follows:
Taking into account the recommendation of the nomination and remuneration committee, the board of directors recommends that the nomination by cooptation of Inge Beernaert BV,
represented by Mrs. Inge Beernaert as permanent representative, as an independent director of the Company be confirmed and continued for a period extending up to and including the closing of the ordinary general shareholders' meeting to be held in 2025 and which will approve the financial statements for the financial year ended on 31 December 2024. On 21 September 2023, the board of directors appointed Inge Beernaert BV, represented by Mrs. Inge Beernaert as permanent representative, as an independent director of the Company by cooptation, replacing Mrs. Inge Beernaert, who had been appointed, by the ordinary general shareholders' meeting held on 25 May 2023, for a period of two years, up to and including the closing of the ordinary general shareholders' meeting to be held in 2025 and which will approve the financial statements for the financial year ended on 31 December 2024. On the basis of the information provided by Inge Beernaert BV, represented by Mrs. Inge Beernaert as permanent representative, it appears that Inge Beernaert BV and Mrs. Inge Beernaert each meet the applicable requirements to be appointed as independent director in accordance with article 7:87 of the Companies and Associations Code and provision 3.5 of the Belgian Corporate Governance Code 2020.
Proposed resolution: The general shareholders' meeting resolves to confirm the appointment by cooptation, following the resignation of Mrs. Inge Beernaert, of Inge Beernaert BV, represented by Mrs. Inge Beernaert as permanent representative, as an independent director of the Company within the meaning of article 7:87 of the Companies and Associations Code and provision 3.5 of the Belgian Corporate Governance Code 2020, for a period up to and including the closing of the ordinary general shareholders' meeting to be held in 2025 and which will approve the financial statements for the financial year ending on 31 December 2024. The director's remuneration will be as set out in the Company's remuneration policy, as approved from time to time by the general meeting of shareholders and (subject to the provisions of the remuneration policy) as decided by the general meeting from time to time.
Taking into account the recommendation of the nomination and remuneration committee, the board of directors proposes and recommends that the remuneration of members of the board of directors will be amended as indicated in this proposed resolution.
Proposed resolution: The general shareholders' meeting resolves to approve that the directors be entitled to the following remuneration (without prejudice to other forms of compensation approved from time to time by the general meeting of shareholders and in addition to the coverage of the directors' costs and expenses in connection with the performance of their duties as director):

committee (other than the chair of such committees) are, each, entitled to an additional annual fixed fee in cash of EUR 5,000; and
(f) The remuneration set out in paragraphs (c) to (e) shall be in addition to the remuneration set out in paragraph (a) and (b) (as applicable) and can be combined, depending on whether the eligibility criteria set out in these paragraphs have been met or not. The remuneration of the non-executive directors can be reduced pro rata temporis depending on the duration of the director's mandate, the mandate of the chair or the membership of a committee during a given year. All amounts are exclusive of VAT and other similar charges.
The rules set out in paragraphs (a) to (f) apply with retrospective effect as of 25 May 2023, and are in addition to the insurance policies (and other similar arrangements) which the Company is authorised to take out to cover the liability, activities and obligations of the directors and other members of the personnel of the Company and its subsidiaries (as defined in article 1:27 of the Companies and Associations Code) to the fullest extent permitted by law.
Communication and approval of the revised remuneration policy, prepared by the Nomination and Remuneration Committee and approved by the board of directors, amending the remuneration policy approved by the general meeting of shareholders of 20 May 2021.
Proposed resolution: The general meeting of shareholders resolves to approve the revised remuneration policy.
On 20 June 2023, the Company, funds managed by Highbridge Capital Management LLC (collectively, "Highbridge"), funds managed by Whitebox Advisors LLC (collectively, "Whitebox", and together with Highbridge, each a "Lender") and certain agents, entered into (i) an amended and restated Senior Secured Convertible Facilities Agreement, which was itself amended on 23 August 2023 by a letter of consent (the "Amendment") signed by the Company, the Lenders and the agents in connection with the private placement of 10,000,000 shares, for a total subscription price of EUR 20,000,000.00, completed on 28 August 2023 (the "Amended Convertible Loans Agreement"), and (ii) an amended and restated Conversion Agreement which was amended on 23 August 2023 by the Amendment (the "Amended Conversion Agreement", and together with the Amended Convertible Loans Agreement, the "Amended Agreements"). Pursuant to the Amended Agreements, among other things, the Lenders have agreed to provide, for a period of 3 years from 8 August 2022, a financing by loans convertible in shares to the Company for a maximum aggregate principal amount of EUR 100,000,000.00, divided in several tranches (certain drawdowns subject to the fulfilment of certain conditions), with an outstanding amount at any time not greater than EUR 75,000,000.00, the loans bearing, following the Amendment, an interest of 13% per year. Under the Amended Agreements, certain receivables that are or could be due by the Company under the Amended Convertible Loans Agreement and/or the Amended Conversion Agreement, as a principal, interest, option prepayment amount, commitment fee or otherwise (as contemplated in the Amended Convertible Loans Agreement and the Amended Conversion Agreement, as amended from time to time) will be convertible into new shares of the Company (by contributions in kind of the relevant receivables). In addition, clause 8.1 of the Amended Convertible Loans Agreement also
provides that in the event of a change of control of the Company, the loans facility under the Amended Convertible Loans Agreement will immediately terminate and cease to be available for further use and all loans, accrued interest and other amounts due by the Company under the Amended Agreements will become immediately due and payable.
Proposed resolution: The general shareholders' meeting resolves to approve and ratify, in accordance with article 7:151 of the Belgian Companies and Associations Code, all clauses of the Amended Agreements (including, but not limited to, (i) clause 8.1 of the Amended Convertible Loans Agreement, and (ii) the paragraph (b) of the definition of "Adjustment Event" and clause 6 of the Amended Conversion Agreement) that are applicable at the time a change of control occurs and which fall or could be considered to fall within the scope of article 7:151 of the Belgian Companies and Associations Code (relating to the granting of rights to third parties that substantially affect the Company's assets and liabilities, or give rise to a substantial debt or commitment on its behalf, when the exercise of these rights is subject to the launching of a public takeover bid on the shares of the Company or to a change in the control exercised over it). The general shareholders' meeting also grants a special power of attorney to each of the Company's directors, the Company's Chief Financial Officer, the General Counsel, the Compliance Officer and the Company's Corporate Secretary, each such person acting individually and with possibility of sub-delegation and the power of subrogation, to complete the formalities required by article 7:151 of the Belgian Companies and Associations Code with regard to this resolution, including, but not limited to, the execution of all documents and forms required for the publication of this resolution in the annexes to the Belgian Official Gazette.
On 5 October 2023, the Company received, in accordance with article 7:130 of the Belgian Companies and Associations Code, a joint request from eight shareholders holding, together, (on the basis of attestations sent to the Company by the aforementioned shareholders, and drawn up by their respective authorized account holders, certifying the registration in their names of the corresponding numbers of dematerialized shares) 6.15% of the Company's outstanding shares, to add this additional item and the proposed resolutions below to the agenda of the special general shareholders' meeting. The recommendation of the board of directors on the advice of the nomination and remuneration committee will be published on the Company's website.
On 5 October 2023, the Company received, in accordance with article 7:130 of the Belgian Companies and Associations Code, a joint request from eight shareholders holding, together, (on the basis of attestations sent to the Company by the aforementioned shareholders, and drawn up by their respective authorized account holders, certifying the registration in their names of the corresponding numbers of dematerialized shares) 6.15% of the Company's outstanding shares, to add this additional item and the proposed resolutions below to the agenda of the special general shareholders' meeting. The recommendation of the board of directors on the advice of the nomination and remuneration committee will be published on the Company's website. The Schedule I referred to in paragraph (a) below is available on the Company's website (see Shareholders meetings | Mithra).
Proposed decisions (each proposed decision to be made subject to a separate vote):
a) The general shareholders' meeting resolves to appoint, Castors Development SA, with Jacques Platieau as its permanent representative, as an independent director of the Company within the meaning of section 7:87 of the Belgian companies and associations code and provision 3.5 of the Belgian Code on Corporate Governance 2020, with effective date as of today until and including the Company's ordinary general meeting to be held in 2025 to approve the financial statements for the financial year ending 31 December 2024.
Jacques Platieau holds a degree in Mathematics and Computer Sciences from the University of Mons-Hainaut, Belgium. Mr Platieau began his career at IBM Belgium in the Telecommunications division as System & Sales Engineer. In July 2003, he joined the Business Consulting practice of IBM Belux as Partner and Industrial Sector Leader and in 2005 Jacques Platieau became General Manager of IBM Global Business Services for Belgium/Luxembourg. In July 2005, his responsibility was extended to the Benelux. Mr Platieau has been Vice-President and General Manager of IBM Global Business Services for the BeNeLux up to March 2010. On 6 April 2010, Mr Platieau was nominated Vice-President, Country General Manager for IBM Belgium & Luxembourg. Mr Jacques Platieau is board member of various associations, UWE, VOKA, BECI and Agoria. He is Vice-President of Futurocité in Mons and President of the Basket Ball Club of Braine.
Jacques Platieau held the mandate as independent director in Mithra Pharmaceuticals SA between 8 June 2015 and 30 June 2018, as from which he was replaced by his management company Castors Development SA until its resignation on 25 November 2020.
The Company's general shareholders' meeting acknowledges that Castors Development SA, with Jacques Platieau as its permanent representative can be considered independent under Belgian law, on the basis of the information provided (see Schedule I).
b) The Company's general shareholders' meeting resolves that the remuneration of the aforementioned director shall be as provided for in the remuneration policy of the Company, as approved from time to time by the Company's general meeting of shareholders and (subject to the provisions of the remuneration policy) as decided by the Company's ordinary general meeting held on 20 May 2021, or as the case may be, revised by the Company's general shareholders' meeting held on 30 October 2023.
No attendance quorum: There is no attendance quorum requirement for the deliberation and voting on the items on the abovementioned agenda of the special general shareholders' meeting.
Voting and majority: Subject to applicable law, each share shall have one vote. In accordance with applicable law, the proposed resolutions referred to in the aforementioned agenda of the special general shareholders' meeting will be passed if approved by a simple majority of the votes validly cast by the shareholders. In accordance with article 7:135 of the Belgian Companies and Associations Code, the holders of subscription rights have the right to participate to the general shareholders' meeting but only with an advisory vote.
Agenda and proposed resolutions: The agenda and proposed resolutions of the extraordinary general shareholders' meeting of the Company, which have not been amended, are as follows:
1. Review of the special report prepared by the board of directors in accordance with article 7:199 of the Belgian Companies and Associations Code regarding the proposal to renew the authorised capital
Communication, consideration and discussion of the special report of the board of directors in accordance with article 7:199 of the Belgian Companies and Associations Code in relation to the proposal to renew the powers granted to the board of directors under the authorised capital, as set out below under items 2. and 3. of the agenda of the extraordinary general shareholders' meeting, and setting out the specific circumstances in which the board of directors will be able to use of its powers under the authorised capital, and the purposes that it should pursue.
In order to provide the board of directors with the flexibility to raise an additional equity based financing when the need may arise or an opportunity would present itself, the board of directors proposes to renew the powers granted to it under the authorised capital to increase the Company's share capital by a maximum amount of up to 100% of the amount of the Company's capital for a period of 5 years, all as indicated below. For further information on the circumstances in which the board of directors could make use of the authorised capital and on the objectives that the board of directors would pursue with the authorised capital, see also the special report mentioned under item 1. of the agenda of the extraordinary general meeting.
Proposed resolution: The general shareholders' meeting resolves to renew the authorisation to the board of directors to increase the share capital in one or several times, during a period of five (5) years as from the publication in the Annexes to the Belgian Official Gazette of this authorisation, with an aggregate total amount equal to up to 100% of the amount of the Company's share capital, and this in accordance with the terms and conditions set forth in the special report of the board of directors prepared in accordance with article 7:199 of the Belgian Companies and Associations Code, as referred to under item 1. of the agenda of this general shareholders' meeting. Accordingly, the general shareholders' meeting resolves to delete article 7A. of the Company's articles of association and to replace it with the following text (whereby the date referred to in the sub-section between square brackets shall be the date of the general shareholders' meeting approving the renewed authorised capital, and the amount referred to in
the sub-section between square brackets shall be the amount of the Company's share capital at the time of the general shareholders' meeting approving the authorised capital):
"A. The board of directors is authorised to increase the capital in one or more instances within the limits set by law, in particular by issuing convertible bonds, and subscription rights, and any other right or security convertible or exercisable for shares, up to a maximum amount of [100% of the Company's capital at the time of adoption of the new authorised capital]. The board of directors is expressly authorised to use this authorisation for the following operations:
- Capital increases or issues of convertible bonds, or subscription rights, and any other right or security convertible or exercisable for shares, with cancellation or limitation of the preferential subscription rights of the existing shareholders;
- Capital increases or the issuance of convertible bonds, or subscription rights, and any other right or security convertible or exercisable for shares, with cancellation or limitation of the preferential subscription rights of the existing shareholders for the benefit of one or more specific persons who are not part of the personnel of the Company or its subsidiaries;
- Capital increases carried out by incorporation of reserves.
Any such capital increase may take any and all forms ,including but not limited to, contributions in cash or in kind, with or without share premium, at issue prices below or above the fractional value of the outstanding shares, as well as by incorporation of reserves and/or share premium and/or profits carried forward, to the maximum extent permitted by the law. This authorisation is granted to the board of directors for a period of five (5) years as from the date of publication in the Annexes to the Belgian Official Gazette of an extract from the minutes of the extraordinary shareholders' meeting of [date of the extraordinary general meeting approving the renewal of the authorised capital]."
In order to provide the board of directors with the flexibility to raise additional equity when the need arises or an opportunity arises, the board of directors proposes to renew its authorisation, for a period of three (3) years, to proceed with a capital increase of the Company by limiting or eliminating the preferential subscription right of the shareholders after the Company has been notified by the Financial Services and Markets Authority (FSMA) of a public takeover bid for the shares of the Company, subject to the provisions of article 7:202 of the Belgian Companies and Associations Code. For more information on the circumstances in which the board of directors could make use of the authorised capital and on the objectives that the board of directors would pursue with the authorised capital, see also the special report mentioned under item 1. of the agenda of the general shareholders' meeting.
Proposed resolution: The general shareholders' meeting resolves to renew the authorisation to the board of directors to use the authorisation granted under item 2. of the agenda, for a period of three (3) years from the date of this general shareholders' meeting, after the Company has been notified by the Financial Services and Markets Authority (FSMA) of a public takeover bid on the Company's shares, subject to the provisions of article 7:202 of the Belgian Companies and Associations Code. Consequently, the general shareholders' meeting resolves to delete article 7 B. of the Company's articles of association and to replace it with the following text (whereby the date referred in the subsection between square brackets shall be the date of the
general shareholders' meeting approving the renewed authorised capital):
"B. The board of directors is expressly authorised to make use of the authorisation granted under A. even after the Company has received notification from the Authority for Financial Services and Markets that it has received a notice of a public takeover bid for the Company, under the mandatory conditions set forth in article 7:202 of the Companies and Associations Code. This authorisation is granted to the board of directors for a period of three (3) years as from the extraordinary shareholders' meeting of [date of the extraordinary general meeting approving the renewal of the authorised capital]. It is renewable."
Communication, consideration and discussion of the following reports:

Proposed resolution: The extraordinary shareholders' meeting resolves (i) as far as needed and applicable to ratify and to renew (x) the resolutions passed by the board of directors on 8 August 2022 within the framework of the authorised capital, and by the extraordinary shareholders' meeting of 21 October 2022, to increase the share capital of the Company in connection with the original Senior Secured Convertible Facilities Agreement and the original Conversion Agreement, entered into on 8 August 2022 by and between the Company and the Lenders (the "Previous Agreements"), and (y) the resolutions taken by the board of directors on 21 June 2023 within the framework of the authorised capital to increase the share capital of the Company in connection with the Amended Agreements (the aforementioned resolutions of 8 August 2022, 21 October 2022 and 21 June 2023 will be referred to as the "Previous Resolutions"), and (ii) to increase the capital of the Company, in one or more transactions, with a maximum amount up to the Authorised Amount (including issue premium, as the case may be) by contributions in kind of receivables (whatever their origin, whether as principal, interest, amount related to the prepayment of an option, or commission, or otherwise) due by the Company under the Amended Agreements, and the issuance of new shares in consideration of such contributions in kind, the maximum number and issue price of which are yet to be determined in accordance with the Amended Agreements, subject to the following terms and conditions (as amended from time to time, as the case may be):
the amount equal to the fractional value and, as the case may be, the issue premium for what would exceed the fractional value) will be determined by the board of directors or the Committee (as defined below) at the moment of the realisation of the respective contributions in kind in accordance with the provisions of the Amended Agreements, as summarised in the report of the board of directors referred to in item 4.1 of the agenda.

time to time (the "Prospectus Regulation"), in order to have the new shares to be issued (as the case may be, in several tranches) in the framework of the Amended Agreements admitted to listing and trading on the regulated market of Euronext Brussels in accordance with the applicable rules and regulations.
and in accordance with the Amended Agreements, and to implement them;
The board of directors and the Committee are each authorised to sub-delegate (in whole or in part) the exercise of the powers conferred upon each of them by this resolution. The Committee will be validly represented by each member of the Committee, acting individually.

Communication, consideration and discussion of the following reports:
Proposed resolution: The general meeting of shareholders resolves to approve the issue of 10,000,000 new subscription rights for shares of the Company, with a term of 5 years, called the "2023 Investor Warrants", and to cancel, in the interest of the Company, the preferential subscription right of the Company's existing shareholders and, to the extent necessary, the current holders of share options and/or convertible bonds of the Company, in favour of the Investor. To this end, the general meeting of shareholders resolves as follows:

approval by the FSMA of a listing prospectus pursuant to which new shares of the Company will be issued upon exercise of the Warrants, and until they expire.
the Warrants, will be recorded as a liability in the Company's balance sheet under equity. The account to which the issue premium is booked will constitute, in the same way as the Company's capital, a guarantee for third parties and, unless it is possible to capitalize these reserves, may only be reduced or eliminated following a resolution of the general meeting of shareholders conform the conditions required to amend the Company's articles of association.

Proposed resolution: The general meeting of shareholders resolves to approve the issue of 10,000,000 new subscription rights for shares in the Company, with a term of 18 months, known as the "2023 Investment Options", and to cancel, in the interest of the Company, the preferential subscription right of the Company's existing shareholders and, to the extent necessary, the current holders of share options and/or convertible bonds of the Company, in favour of the Investor. To this end, the general meeting of shareholders resolves as follows:
will submit the necessary applications, and implement all measures as appropriate, including (if such is not yet the case) the preparation of a listing and trading prospectus or a supplement in accordance with the Prospectus Regulation, in order to have the new shares to be issued upon exercise of the Investment Options admitted to listing and trading on the regulated market of Euronext Brussels in accordance with the applicable rules and regulations.
giving rise to a substantial debt or liability on its part, where the exercise of such rights depends on the launch of a public takeover bid for the Company's shares or a change of control exercised over it). The general meeting of shareholders also grants a special power of attorney to each of the Company's directors, the Company's Chief Financial Officer, the General Counsel, the Compliance Officer and the Company's Corporate Secretary, each acting individually and with the possibility of sub-delegation and power of subrogation, to carry out the formalities required by article 7:151 of the Companies and Associations Code with regard to this decision, including, but not limited to, the execution of all the documents and forms required for the publication of this resolution in the annexes of the Belgian Official Gazette.
8.8 Special powers: The board of directors is authorized to implement and execute the resolutions adopted by the general meeting of shareholders in connection with the Investment Options, and to take all measures and carry out all formalities that will be required under the Investment Options Terms, the Company's articles of association and applicable law in order to issue or transfer the shares upon exercise of the Investment Options. In addition, each of the directors of the Company, the Chief Executive Officer, the Chief Financial Officer, the General Counsel, the Compliance Officer and the Corporate Secretary, each acting individually and with the possibility of sub-delegation and power of subrogation, shall have the power (i) upon exercise of the Investment Options, to record (A) the capital increase and the issue of new shares resulting from such exercise, (B) the distribution of the capital and (if applicable) of the issue premium, and (C) the amendment of the Company's articles of association to reflect the new capital and number of shares outstanding following the exercise of the Investment Options (ii) to sign and deliver, on behalf of the Company, the relevant Euroclear, Euronext and banking documentation, the share register and all necessary documents in connection with the issuance and delivery of the shares to the beneficiary, and (iii) to do all things that may be necessary or useful (including, but not limited to, the preparation and execution of all documents and forms (including a listing and trading prospectus)) for the admission of the shares issued upon exercise of the Investment Options to trading on the regulated market of Euronext Brussels (or any other market on which the Company's shares will then be traded).
Attendance quorum: According to the Belgian Companies and Associations Code, at least 50% of the capital must be present or represented at the extraordinary general shareholders' meeting for the deliberation and voting on the items on the aforementioned agenda of the extraordinary general shareholders' meeting. If such attendance quorum is not reached, a second extraordinary general shareholders' meeting will be convened and held for these agenda items on Thursday, 23 November 2023, unless decided otherwise on behalf of the board of directors, and the attendance quorum requirement will not be required for such second meeting.

Voting and majority: Subject to applicable legal provisions, each share shall have one vote. In accordance with applicable law, the proposed resolutions referred to in the aforementioned agenda of the extraordinary general shareholders' meeting will be passed if they are approved by a majority of 75% of the votes validly cast by the shareholders. In accordance with article 7:135 of the Belgian Companies and Associations Code, the holders of subscription rights and the holders of convertible bonds have the right to attend the general meeting but only with an advisory vote.
Notwithstanding the foregoing, to the extent necessary and applicable, as the case may be, pursuant to Article 7:193 of the Companies and Associations Code, Armistice Capital Master Fund Ltd. and each shareholder acting on behalf of Armistice Capital Master Fund Ltd., who is affiliated with Armistice Capital Master Fund Ltd., who is acting on behalf of affiliates of Armistice Capital Master Fund Ltd. or acting in concert with Armistice Capital Master Fund Ltd, will not participate in the voting in connection with, respectively, items 7 and 8 of the agenda of the extraordinary general meeting.
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In order to attend the special and extraordinary general meetings, shareholders must comply with the following formalities:
Holders of subscription rights and convertible bonds of the Company on Monday, 16 October 2023 at midnight (Belgian time), will be entitled to participate but not to vote at general meetings on Monday, 30 October 2023.
Holders of registered shares who wish to be represented at the general meetings will also have to send a duly filled out and signed proxy form (in writing or electronically, where the electronic signature must be a qualified electronic signature within the meaning of article 3.10 of Regulation (EU) No 910/2014 of the European Parliament and of the Council of 23 July 2014 on electronic identification and trust services for electronic transactions in the internal market and repealing Directive 1999/93/EC, as amended) or a qualified electronic signature within the meaning of article 3.12 of the same Regulation. The Company must have received such proxies no later than Tuesday, 24 October 2023. They may be sent either by regular mail to the address of the registered office of the Company or by fax or by e–mail (see below for practical information). Holders of registered shares wishing to be represented must also comply with the participation notification procedure described above.
Holders of dematerialized shares who wish to attend the general meetings also have to confirm their desire to attend the general meetings by sending to the Company the participation notice available on the Company's website (www.mithra.com). The Company must have received such participation notices no later than Tuesday, 24 October 2023. They may be sent either by regular mail to the address of the registered office of the Company or by fax or by e-mail (see below for practical information).
The holders of dematerialized shares who wish to be represented by proxy at the general meetings will additionally have to send a duly filled out and signed proxy form (in writing or electronically, where the electronic signature must be a qualified electronic signature within the meaning of article 3.10 of Regulation (EU) No 910/2014 of the European Parliament and of the Council of 23 July 2014 on electronic identification and trust services for electronic transactions in the internal market and repealing Directive 1999/93/EC, as amended) or a qualified electronic signature within the meaning of article 3.12 of the same Regulation. The Company must have received such proxies no later than Tuesday, 24 October 2023. They may be sent either by regular mail to the address of the registered office of the Company or by fax or by e–mail (see below for practical information). The proxy from is available at the registered office of the Company and on its website (www.mithra.com).
An appointed proxy holder does not necessarily have to be a shareholder of the Company. While appointing a proxy holder, shareholders must in particular pay attention to potential conflicts of interest between them and the proxy holder (see article 7 :143, §4 of the Belgian Companies and Associations Code).
For the board of directors,
Useful information : Mithra Pharmaceuticals SA Assemblée Générale 5, rue Saint-Georges 4000 Liège Fax: +32(0)4.349.28.21 E-mail : [email protected] Site Internet : http://www.mithra.com
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