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TINC N.V.

Pre-Annual General Meeting Information Aug 14, 2019

4013_rns_2019-08-14_5eb78a7a-8cbb-46b0-8a86-f9ae4b5e2310.pdf

Pre-Annual General Meeting Information

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Information regarding shareholders' rights

1. Shareholders' rights pursuant to article 533ter of the Belgian Company Code ("BCC")

Pursuant to article 533ter BCC, one or more shareholders who jointly hold at least 3% of the authorized capital of the Company, can put forward items to be discussed for the agenda of the general meeting and submit proposals of resolution with regard to the items listed or to be listed on the agenda. This right, however, is not applicable for a general meeting that is convened pursuant to article 533, §2, 2nd section BCC, for reason of the required quorum not having been reached, and the second meeting will deliberate on the agenda of the general meeting without the quorum having been reached.

The shareholders, who would like to make use of the aforementioned right, shall demonstrate, on the date that they submit an item or proposal for resolution, that they hold at least 3% of the authorized capital of the Company, either (i) by virtue of the certificate of registration of the shares in the share register of the Company, or (ii) by virtue of a certificate from a financial intermediate stating that they have submitted the number of bearer shares, or (iii) by virtue of a certificate drawn up by a certified account holder or clearing and settlement institution stating the number of dematerialized shares held in their name on a securities account.

The items to be discussed and the proposals for resolution will only be discussed if the required part of the share capital mentioned above is registered in accordance with the provisions of article 536, §2 BCC.

The requests must be submitted in writing and, as the case may be, be accompanied of the text of the items to be discussed and the corresponding proposals for resolution, or the text of the proposals for resolution to be added to the agenda. The requests must mention a postal address or an e-mail address to which the Company will send a receipt of these requests. The Company must receive these requests at the latest on the twenty-second day prior to the date of the general meeting, i.e. at the latest on Thursday 22 August 2019. They can be sent to the Company by e-mail to the e-mail address mentioned in the convocation notice. The Company will acknowledge receipt of the requests within 48 hours upon receipt.

If the Company receives requests for items on the agenda, it will publish an updated agenda on its website, as well as an updated proxy form and form to vote by letter. These documents will be published at the latest on Thursday 29 August 2019.

2. Shareholders' rights pursuant to article 540 BCC

During the general meeting, the directors will answer the questions that are asked by the shareholders during the meeting or in writing with regard to their reports or the items on the agenda, insofar as the communication of data or facts is not of a nature to be detrimental to the business interests of the Company or the confidentiality to which the Company and its directors have committed themselves.

The statutory auditor of the Company answers the questions asked by the shareholders during the meeting or in writing with respect to his report, insofar as the communication of data or facts is not of a nature to be detrimental to the business interests of the Company or the confidentiality to which the Company, its directors or the statutory auditor have committed themselves. They are entitled to speak during the general meeting with regard to the execution of their mandate. If different questions deal with one and the same topic, the directors and the statutory auditor may give one reply to these questions.

The shareholders can ask questions in writing as from 14 August 2019, which will be answered during the meeting by, as the case may be, the directors or the statutory auditor, insofar as the shareholders have fulfilled the formalities required to be admitted to the meeting. These questions can be sent by email to the Company on the e-mail address mentioned in the notice of the general meeting. The Company must have received the written questions at the latest on the sixth day prior to the general meeting, i.e. at the latest by Saturday 7 September 2019.

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