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City Service SE — Proxy Solicitation & Information Statement 2026
May 15, 2026
5564_rns_2026-05-15_958d26ac-ba19-47df-ba97-43f3dc32e51f.pdf
Proxy Solicitation & Information Statement
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CITY SERVICE SE
VOTING BALLOT OF THE ANNUAL GENERAL MEETING OF SHAREHOLDERS,
ON 8 JUNE 2026
SHAREHOLDER'S INFORMATION
Full name of the shareholder (natural person), company name of the shareholder (legal person):
Personal number of the shareholder (natural person) company code of the shareholder (legal person):
Number of shares:
VOTING
Please underline the option you choose in the table, "YES" or "NO" or "ABSTAIN".
| No. | Items of the agenda | Drafts of the decisions | Shareholder's voting | |
|---|---|---|---|---|
| 1. | Presentation of the consolidated annual report of the Company for 2025 to the shareholders. | Taken into consideration. | —— | |
| 2. | Presentation of the auditor's report of the Company to the shareholders. | Taken into consideration. | —— | |
| 3. | Approval of the set of consolidated annual financial statements of the Company for 2025. | To approve the set of consolidated annual financial statements of the Company for 2025. | YES | NO |
| ABSTAIN | ||||
| 4. | Distribution of profit (loss) of the Company of 2025. | 4.1. To approve the distribution of profit (loss) of the Company of 2025 as indicated in the table below (consolidated amounts are presented). | YES | NO |
| ABSTAIN |
| 5. | Setting of gender balance objectives for the management bodies of the Company pursuant to § 135^{e} of the Securities Market Act of the Republic of Estonia (Väärtpaberituru seadus). | 5.1. Having regard to the requirements of Division 1.1 of Chapter 16 of the Securities Market Act (Väärtpaberituru seadus, hereinafter "VPTS"), as amended and effective from 20 June 2025, transposing Directive (EU) 2022/2381 of the European Parliament and of the Council of 23 November 2022 on improving the gender balance among directors of listed companies and related measures, and the transitional provision of VPTS § 272^{a} requiring the setting of gender balance objectives no later than 30 June 2026, noting that City Service SE, registry code 12827710, falls within the scope of VPTS § 135^{a} as a European company (Societas Europaea) registered in the Estonian Commercial Register, whose shares are admitted to trading on a regulated market and which meets the employee and financial thresholds set forth therein, and noting the current composition of the management bodies of the Company, whereby the Supervisory Board (nõukogu) consists of 2 (two) members, both male, and the Management Board (juhatus) consists of 6 (six) members, of whom 5 (five) are male and 1 (one) is female, to resolve as follows: |
|---|---|---|
| (a) Pursuant to VPTS § 135^{a}(1), to set the objective that the number of positions held by members of the underrepresented gender on the Supervisory Board and the Management Board of the Company combined shall be as close as possible to 33 per cent of the total number of positions on the Supervisory Board and the Management Board, but not less than 25 per cent. | ||
| (b) Pursuant to VPTS § 135^{a}(2), given that the Company has not yet achieved the objective set out in sub-paragraph (a) above, to set an individual quantitative objective for improving the gender balance of the Management Board, such that the number of Management Board members of the underrepresented gender shall constitute not less than 33 per cent of the total number of Management Board members. | ||
| (c) Pursuant to VPTS § 135^{a}(3), to set the objective that the number of positions held by members of the underrepresented gender on the Supervisory Board shall be as close as possible to 40 per cent of the total number of Supervisory Board members, but not less than 33 per cent. | ||
| (d) To acknowledge that, in accordance with the transitional provisions of VPTS § 272^{a} and the explanatory memorandum to the VPTS amendments, the above objectives shall be implemented gradually, without an obligation to terminate the mandates of incumbent Supervisory Board or Management Board members prior to the expiry of their terms of |
| office. The Company shall ensure that the nomination and appointment process for future vacancies on both the Supervisory Board and the Management Board takes into account the established gender balance objectives, with a view to achieving compliance in a gradual and orderly manner. | |||
|---|---|---|---|
The projection for distribution of profit (loss) for the year 2025 (part of item 4 of the agenda):
| Amount (thousand EUR) | |
|---|---|
| Retained earnings – profit (loss) brought forward from the previous year | 4,257 |
| Net result of the financial year – profit (loss) | 9,548 |
| Profit (loss) available for distribution at the end of the financial year | 13,805 |
| Profit distribution: | |
| For dividend | - |
| For Legal reserves | - |
| Retained earnings – profit (loss) after distribution | 13,805 |
(Date)
(Shareholder (or any other person entitled to vote his shares), the name, signature, legal person seal)
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