AGM Information • Apr 17, 2015
AGM Information
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Regulated information distributed by the National Bank of Belgium on 17 April 2015
The doors will open at 13.00 hrs. Shareholders are asked to arrive no later than 13.30 hrs in order to complete the admission formalities and sign the attendance list.
The agenda for this meeting is as follows:
Proposal for a decision:
In order to conform with market norms, it has been decided to put back the date for payment of the dividend from the fifth to the fourth bank working day following the Ordinary General Meeting. This new rule shall apply for the first time to dividends distributed after the 2015 Ordinary General Meeting.
Proposals for decisions:
Formalities to be completed for admission to the general meeting
a) Registration date
Pursuant to Article 536, § 2 of the Companies Code, the right to attend the general meeting and to vote at the meeting is subject to registration of the shares in the name of the shareholder on Monday, 4 May 2015 at 24.00 hrs (Belgian time) - "registration date" -, either by entry in the register of registered shares or by entry in the accounts of an approved account keeper or clearing agency, regardless of the number of shares held by the shareholder on the date of the general meeting. Only persons who are shareholders on the registration date will be entitled to attend and vote at the general meeting.
b) Notification of the desire to attend the general meeting
Holders of dematerialised shares who wish to attend or be represented at the meeting must ask their bank or financial institution to issue a certificate indicating the number of shares held on the registration date and for which they have declared that they wish to attend the meeting. That certificate must reach the Bank, either by e-mail at: [email protected], or by post addressed to the National Bank of Belgium, Payments and securities service, boulevard de Berlaimont 14, 1000 Brussels, or by fax on 02 221 31 19, by no later than Tuesday, 12 May 2015.
Holders of registered shares, entered in the register of registered shares on the registration date, who wish to attend or be represented at the meeting are asked to notify the Bank by no later than Tuesday, 12 May 2015 of their intention to attend the general meeting, in accordance with the letter which was sent to them.
Shareholders wishing to be represented at the general meeting must complete the admission formalities mentioned above and fill in a proxy form which must reach the Bank either by e-mail at: [email protected] (if the form is completed electronically, it must bear an electronic signature conforming to the legal requirements concerning electronic signatures), or by post, addressed to the National Bank of Belgium, Payments and securities service, boulevard de Berlaimont 14, 1000 Brussels, or by fax on 02 221 31 19, by no later than Tuesday, 12 May 2015. Proxy forms are available at the Bank's offices or on its website at www.nbb.be - Shareholders – General meeting.
Subject to the limits stipulated in Article 533ter of the Companies Code and in the Bank's Statutes, one or more shareholders together holding at least 3% of the authorised capital may request the inclusion of items on the agenda of the meeting, and submit proposals for decisions on the items included or to be included on the agenda. Such requests must reach the Bank either by e-mail at [email protected], or by fax on 02 221 31 24, or by post addressed to the National Bank of Belgium, Secretariat service, boulevard de Berlaimont 14, Brussels, by Sunday 26 April 2015 at the latest. If this right is exercised, a supplemented agenda will be published on Thursday 30 April 2015 at the latest. More detailed information on the exercise of this right is available on the Bank's website.
Pursuant to Article 540 of the Companies Code, shareholders may submit written questions concerning items on the agenda, and the answers will be given at the meeting. Such questions must reach the Bank either by e-mail at [email protected], or by fax on 02 221 31 24, or by post addressed to the National Bank of Belgium, Secretariat service, boulevard de Berlaimont 14, Brussels, by Tuesday, 12 May 2015 at the latest. More detailed information on the exercise of this right is available on the Bank's website.
The corporate report, proxy forms and summons to the meeting are available on the Bank's website at www.nbb.be - Shareholders – General meeting. These documents are also obtainable on request from [email protected] or by telephone on 02 221 23 57 or 02 221 46 56. Shareholders can also consult these documents at the Bank's head office (boulevard de Berlaimont 14, 1000 Brussels) on working days and during normal opening hours and/or may get copies of these documents free of charge.
For practical reasons, and unless a request to the contrary is submitted to the Payments and securities service by no later than Tuesday, 12 May 2015 by e-mail at [email protected], by telephone on 02 221 46 56 or 02 221 22 85, or by fax on 02 221 31 19, each shareholder will be given a single voting card valid both for votes in his own name and for his proxy votes.
Shareholders and representatives will be required to produce their identity card at reception. The Bank no longer sends confirmation by post to each registered shareholder.
Brussels, 17 April 2015
THE GOVERNOR Jan Smets NATIONAL BANK OF BELGIUM Limited liability company RLP Brussels – Company number 0203.201.340 Registered office: boulevard de Berlaimont 14, 1000 Brussels
boulevard de Berlaimont 14 1000 Brussels
phone + 32 2 221 46 28 www.nbb.be
Company's number: 0203.201.340 – RLP Brussels
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