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Ctac N.V.

AGM Information May 4, 2022

3827_iss_2022-05-04_17298aa5-29fc-47cb-be5c-86f4118c8c3c.pdf

AGM Information

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Resolutions of the Ctac N.V. Annual General Meeting of Shareholders

's-Hertogenbosch, 4 May 2022 – Business & Cloud Integrator Ctac N.V. (the Company) announces that during the General Meeting of Shareholders (AGM) of 4 May 2022 it was resolved as follows:

Agenda item 3b Adoption of the 2021 annual accounts
The AGM adopted the 2021 annual accounts.
Agenda item 3d Proposal to distribute dividend over 2021
The AGM adopted the proposal to distribute an (optional) dividend over the 2021
financial year of € 0.11 per ordinary share.
Agenda item 3e Approval of the management conducted by the board of directors and discharge for
each of the members of the board of directors
In accordance with the proposal to that effect, the AGM approved the management
conducted and discharged the members of the board of directors.
Agenda item 3f Approval of the supervision of the management conducted by the supervisory board
and discharge of each of the members of the supervisory board
In accordance with the proposal to that effect, the AGM approved the supervision of the
management and discharged the members of the supervisory board.
Agenda item 4a Remuneration report
The AGM issued a negative advice on the remuneration report.
Agenda item 4b Proposal to amend the remuneration policy for the board of directors and to adopt
the remuneration policy for the supervisory board
The AGM did not adopt the proposal to amend the remuneration policy for the board of
directors and to adopt the remuneration policy for the supervisory board.
Agenda item 5 Appointment of the external auditor for the audit of the Company's annual accounts
for the 2023 financial year
In accordance with the proposal to that effect, the AGM appointed PricewaterhouseCoopers
Accountants N.V. as the independent auditor to audit the Company's annual accounts for
the 2023 financial year.

PRESS RELEASE

  • Agenda item 6 Reappointment of Ms. E. Karsten as member of the supervisory board of the Company In accordance with the proposal to that effect, Ms. Karsten was reappointed as member of the supervisory board for a term of one year, which will end after the AGM to be held in 2023.
  • Agenda item 7 Authorisation of the board of directors to repurchase ordinary shares In accordance with the proposal to that effect, the AGM authorised the board of directors to acquire a maximum of 10% of the Company's outstanding ordinary shares until eighteen months after the end of this AGM.
  • Agenda item 8 Change to governance
  • a) Proposal to amend the Company's articles of association
  • b) Designation of the board of directors as the body authorised to resolve to issue shares, to grant rights to subscribe for shares and to restrict or exclude pre-emptive rights

In accordance with the proposal to that effect, the AGM resolved to amend the Company's articles of association and to designate the board of directors as the body authorised to resolve to issue shares, to grant rights to subscribe for shares and to restrict or exclude pre-emptive rights.

The members of the board of directors and the supervisory board have taken note of the adopted resolutions and will, as is customary, (continue to) engage in dialogue with its shareholders.

The full voting results will be published on the Company's website as soon as possible.

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