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Crescent NV

Proxy Solicitation & Information Statement May 15, 2020

3935_rns_2020-05-15_e901afae-9594-472a-8d8e-754a6457a57b.pdf

Proxy Solicitation & Information Statement

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CRESCENT NV (voorheen Option)

GENOTEERDE NAAMLOZE VENNOOTSCHAP GASTON GEENSLAAN 14 3001 LEUVEN BTW BE 0429.375.448 - RPR LEUVEN

VOTING FORM

ANNUAL GENERAL SHAREHOLDERS' MEETING OF CRESCENT NV FRIDAY MAY 29, 2020, 10AM

  • In order to be valid, your completed and signed voting form must be in the possession of CRESCENT NV by Saturday, May 23, 2020 at the latest.
  • We would like to remind you that to validly cast your vote by correspondence, you must clearly indicate your voting choice or your abstention on the voting form.
  • For dematerialized shares, the form must be accompanied by the bank certificate confirming your shareholding on May 15, 2020 (24h, Belgian time) (the registration date).
  • Please return this form by e-mail ([email protected]).
  • Voting forms arriving late or not complying with the required formalities may be rejected.

The undersigned, ………...................................................................................................................……................

owner / usufructuary (make a choice)of ....................................... dematerialized shares and/or……...................... registered shares of CRESCENT NV, with registered office at B-3001 LEUVEN, GASTON GEENSLAAN 14, hereby votes by correspondence in the following way with respect to the Annual General Meeting of CRESCENT NV, which will be held on May 29, 2020, 10am.

This vote by correspondence also serves as confirmation of participation. The undersigned confirms his/her/its intention to participate at the aforementioned General Meeting with all his/her/its shares or …………………………………….. shares. (specific number to be completed in the event the undersigned intends to participate with less than the total number of shares.)

This form of vote by correspondence is valid for the total number of shares with which the undersigned intends to participate, but limited to the total number of shares whose shareholding will be determined on the registration date in accordance with the admission conditions.

The vote of the undersigned on each of the proposed resolutions on the agenda is as follows: (please colour or tick the checkbox of your choice)

  • 1. Opening of the Meeting with explanation about the modified modus operandi of the Meeting in view of the exceptional COVID-19 circumstances.
  • 2. Presentation of the reports of the Board of Directors and the Auditor of CRESCENT NV regarding the annual accounts for financial year 2019.
  • 3. Presentation of the statutory and consolidated annual accounts for financial year 2019.

4. Discussion and approval of annual accounts with regard to financial year 2019 + appropriation of the result.

Proposed resolution: "The General Meeting approves the annual accounts for financial year 2019 and the proposed allocation of the result."

□ For □ Against □ Abstention

5. Discharge of the Directors

Proposed decision: "The General Meeting grants discharge from liability to the Directors of CRESCENT NV for the exercise of their mandate as Director of the Company during financial year 2019."

Eric VAN ZELE (VAN ZELE HOLDING NV)
For

Against

Abstention
Raju DANDU
For

Against

Abstention
Pieter BOURGEOIS (CRESCEMUS BV)
For

Against

Abstention
Johan MICHIELS (MICHIELS INVEST EN MNGMNT BV)
For

Against

Abstention
Prof. Liesbet VAN dER PERRE
For

Against

Abstention
Prof. Sarah STEENHOUT (S&S BV)
For

Against

Abstention
Lieve DECLERCQ (CRESPO CONSULTANCY BV)
For

Against

Abstention

6. Discharge of the Auditor

Proposed resolution: "The General Meeting grants discharge to the Auditor for the exercise of his mandate during financial year 2019."

□ For □ Against □ Abstention

7. Proxies

Proposed resolution: "The General Meeting gives a special proxy to each director of the Company, as well as to Mr. Edwin BEX (the "Proxy Holder"), acting individually and with the right of substitution, to represent CRESCENT NV with regard to the fulfilment of the filing and publication obligations contained in Articles 2:8 and 2:14 of the Belgian Companies and Associations Code. This power of attorney means that the Proxy Holder can perform all necessary and useful actions related to these filing and publication obligations."

□ For □ Against □ Abstention
------- ----------- --------------

8. Closing of the Meeting

This form also applies for any subsequent Meeting having the same agenda in the event that the aforementioned General Meeting would be postponed.

This form will be considered null and void in its entirety if the shareholder has not indicated his/her/its choice concerning one or more of the agenda items of the General Meeting.

In case of amendments to the agenda and proposed additional new or alternative resolutions as provided in article 7:130 of the Belgian Companies and Associations Code, the company will publish a revised agenda and voting form at the latest on May 14, 2020.

Voting forms received in advance of the publication of the revised agenda will remain valid for the agenda items to which the forms apply. The Belgian Companies and Associations Code provides for the following exception: if a new resolution proposal is filed on an existing agenda item, the vote cast by correspondence in respect of such agenda item will be disregarded.

The shareholder who wishes to vote on the new items on the agenda and / or on the new resolutions must complete the revised voting form that the company will make available and return it signed to the company via email ([email protected]).

Done at ....……....................................................................., on ............................................ 2020.

(If the shareholder is a legal entity, this voting form must be signed by one or more persons who can validly represent it. Please also state explicitly the name and capacity of the signatory(-ies).)

……………………………………………………………………….. (p/a)

……………………………………………………………………….. (signature)

Or (in case of a legal entity)

……………………………………………………………………….for ………………….…………………………………..…………….. in its or hers

capacity of………………………………………………………………………..

……………………………………………………………………….. (signature)

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