Proxy Solicitation & Information Statement • Apr 15, 2022
Proxy Solicitation & Information Statement
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Public Limited Company Meiboomlaan 33, 8800 B-Roeselare Ghent, department Kortrijk Register of Companies VAT BE 0434.278.896
Dutch voting forms are the only ones that are officially accepted.
Our foreign shareholders will be given an English or French translation for comprehensive reasons.
However, French or English voting forms will not be accepted on the general assembly.
| The undersigned (name, first name/corporate name, corporate form) ……………………………………………………… ……………………………………………………………………………………………………………………………………… |
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|---|---|
| residing at …………………………………………………………………………………………………………………………. |
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| ………………………………………………………………………………………… or |
| with registered office at …………………………………………………………………………………………………………… |
|---|
| ……………………………………………………………………………………………………………………………………… |
| in accordance with its articles of incorporation duly represented by (name, first name): ………………… |
| ……………………………………………………………………………………………………………………………………… |
| holder of (number) ……………….… shares of Roularta Media Group NV, with registered office at 8800 Roeselare, |
| Meiboomlaan 33, |
declares to vote by letter at the general meeting to be held at the registered office at Roeselare,
Meiboomlaan 33, on May 17 at 11 a.m.
| Below you will find my / our voting instructions for each agenda item and proposed resolutions of the | |||
|---|---|---|---|
| general meeting: |

| APPROVAL | REJECTION | ABSTENTION | |
|---|---|---|---|
| ---------- | ----------- | ------------ | -- |
Motion: the general meeting votes separately on a resolution to grant discharge to the directors and the statutory auditor in respect of the exercise of their duties in the 2021 financial year.
Mr Hendrik De Nolf
| Comm.VA Koinon, with permanent representative Xavier Bouckaert | |||||
|---|---|---|---|---|---|
| Ms Lieve Claeys |
|||||
| NV Verana, with permanent representative Coralie Claeys | |||||
| NV Alauda, with permanent representative Francis De Nol | |||||
| Mr Carel Bikkers | |||||
| NV Invest at Value, with permanent representative Koen Dejonckheere | |||||
| Prof Caroline Pauwels PhD | |||||
| Mr. Rik Vanpeteghem (director since 21/12/2021) | |||||
| Discharge auditor BDO, Bedrijfsrevisoren BV, represented by Veerle Catry |
|||||
| APPROVAL ◘ | REJECTION ◘ | ABSTENTION ◘ |

Motion: the general meeting approves the remuneration report for the financial year 2021.
| APPROVAL | REJECTION | ABSTENTION | |
|---|---|---|---|
Motion: on the advice of the appointments and remuneration committee the board of directors recommends to:
| - ending |
on 31 December 2025; | reappoint Comm.VA Koinon, represented by its permanent representative, Mr Xavier Bouckaert, as director for a four-year term, that is until the annual meeting resolving on the annual accounts for the financial year |
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|---|---|---|---|---|
| - | reappoint Ms Lieve Claeys | annual accounts for the financial year ending on 31 December 2025; | as director for a four-year term, that is until the annual meeting resolving on the | |
| - | 31 December 2025. | as an independent director in the sense of Article 7:87 of the Companies and Associations Code | reappoint NV Invest at Value, represented by its permanent representative, Mr Koenraad Dejonckheere, for a four year term, that is until the annual meeting resolving on the annual accounts for the financial year ending on |
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| - | annual accounts for the | financial year ending on 31 December 2025. | Reappoint Prof. dr. Caroline Pauwels, as an independent director in the sense of Article 7:87 of the Companies and Associations Code for a four-year term, that is until the annual meeting resolving on the |
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| Signed at …………………………………., on …………………………………… 2022 |
(Signature)
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