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DVA - 20250527_Resolutions_Annual_Shareholders_Meeting_(final).pdf

Company: Recticel Date: 2025-05-27 Language: English Register to download

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**Brussels, 27 May 2025 – 15:00 CET**

# **Resolutions Ordinary and Extraordinary General Meetings**

At the Annual Shareholders' Meeting of Recticel, which took place this morning, all proposed resolutions on the agenda[1](#page-0-0) of the **Ordinary General Meeting** were approved.

Recticel will distribute a **gross dividend of EUR 0.31 per share**, payable on 4 June 2025.

The meeting also:

- 1. approved the statutory annual accounts as on 31 December 2024;
- 2. discharged the Directors for the performance of their duties during the financial year ended 31 December 2024;
- 3. discharged the Statutory Auditor for the performance of his duties during the financial year ended 31 December 2024;
- 4. re-elected Baltisse BV, permanently represented by Mr. Filiep Balcaen, as non-executive director for a three-year term;
- 5. re-elected Moroxco BV, permanently represented by Mrs. Elisa Vlerick, as non-executive director for a three-year term;
- 6. appointed Foxfin BV, permanently represented by Mrs. Barbara De Saedeleer, as non-executive director for a three-year term; in replacement of Imrada BV, permanently represented by Mrs. Ingrid Merckx;
- 7. appointed Ref.lex BV, permanently represented by Mrs. Astrid Rahn, as non-executive director for a three-year term;
- 8. confirmed as independent director, within the meaning of article 7:87 of the Companies and Associations Code:
	- Moroxco BV, permanently represented by Mrs. Elisa Vlerick
	- Foxfin BV, permanently represented by Mrs. Barbara De Saedeleer
	- Ref.lex BV, permanently represented by Mrs. Astrid Rahn
- 9. appointed the auditor PwC Bedrijfsrevisoren BV for the assignment of limited assurance on the company's sustainability information for a three-year term, expiring after the approval of the sustainability information of 31 December 2026 and approved the remuneration of the auditor;
- 10. approved the remuneration report 2024;
- 11. fixed and approved for 2025:
	- the Director's emoluments
		- the amount of fees for the Committee;
- 12. approved the deviation from the principle of a spread over three years and hence allow the full payment of the variable remuneration within a shorter period for the benefit of the Managing Director and CEO, Jan Vergote, permanent representative of Coral & Wallace BV, as well as for the benefit of all other members of the Management Committee;
- 13. authorized the Board of Directors to issue in 2025, if appropriate, a new edition of the Recticel Group Stock Option Plan for the benefit of the senior executives of the Recticel Group;
- 14. following the issue by the Board of Directors of the Recticel Group Stock Option Plan June 2024 (subscription rights plan June 2024), approved in accordance with article 7:151 of the Companies and Associations Code, the clause 5.2. in the aforementioned Recticel Group Stock Option Plan.

<span id="page-0-0"></span><sup>1</sup> For more details, see [General Meetings | Recticel](https://www.recticel.com/investors/general-meetings.html)

## **Extraordinary General Meeting**

Although all items on the agenda of the Extraordinary General Meeting were supported by a large majority of shareholders' votes, the resolutions relating to the new authorized capital and the acquisition or disposal of own shares in the event of imminent serious harm to the company, did not reach the required 75% majority and hence were not approved.

° ° °

# **About Recticel**

Recticel is a Belgian insulation Group with a strong presence in Europe and the USA. It offers smart insulation solutions that advance a carbon-free economy and a better quality of life.

Recticel delivers upon a portfolio of Insulation Boards, Insulated Panels and Acoustic Solutions.

**Recticel Insulation** designs polyurethane thermal and thermo-acoustic boards for optimal building comfort and energy efficiency. This includes vacuum insulation panels (VIP) by Turvac.

**Trimo** enables the highest aesthetic standards and extends architectural capabilities with its mineral wool insulated panels and modular space solution, primarily in non-residential applications. With the recent acquisition of **REX Panels & Profiles**, the portfolio now includes PIR insulated panels.

**Soundcoat** provides acoustic solutions used in some of the world's leading technological innovations.

At the end of 2024, Recticel employed 1,275 people and had achieved sales of EUR 610.2 million. Its operations are spread over seven countries.

The Science Based Targets initiative (SBTi) approved Recticel's near-term targets for the reduction of scope 1, 2 & 3 greenhouse gas emissions by 2030 (from base year 2021) and net-zero targets for 2050.

CDP added Recticel to its 2024 A list for Climate Change.

Recticel is listed on Euronext in Brussels (Euronext: RECT - Reuters: RECT.BR - Bloomberg: RECT:BB).

### **Financial calendar**

Ex-coupon date 02.06.2025 Record date 03.06.2025 Dividend payment date 04.06.2025 First half year results 2025 29.08.2025 (07:00 AM CET) Third quarter trading update 2025 30.10.2025 (07:00 AM CET)

### **Media & Investor Relations Investor Relations**

Jan Vergote Bart Van den Eede +32 2 775 18 01 +32 2 775 18 01

Recticel NV/SA Bourgetlaan 42 avenue du Bourget 1130 Brussels Belgium

Chief Executive Officer Chief Financial & Legal Officer vergote.jan@recticel.com vandeneede.bart@recticel.com

This press release is available in English and Dutch on [www.recticel.com.](https://www.recticel.com/)