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Green Earth Group NV — AGM Information 2021
Feb 5, 2021
3830_iss_2021-02-04_8ec12868-0934-42f7-bcc8-646b164dcf4d.pdf
AGM Information
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Shareholders meeting
Voting results
Presentation of the voting results Annual General Meeting of shareholders ("AGM") of DGB GROUP N.V. ("DGB" or the "Company") - in order to comply with Dutch government directives held electronically - on 4 February 2021.
The numbering corresponds to the numbering of the items on the agenda that involved a decision.
There are 11,400,349 ordinary shares in the issued capital. 4,052,175 shares have been listed on Euronext. That is 35,54% of the issued capital. There are 100 priority shares. No preference shares have been issued. 6.945.931 votes were represented at the AGM. The percentages are rounded. Each share with a nominal value of EUR 0.02 gives the right to cast one vote.

Approval Minutes of the Extraordinary General Meeting of shareholders of 4 September 2020
| Overview | ||
|---|---|---|
| Amount | Percentage | |
| For | 6,945,931 | 100,0% |
| Against | 0 | 0,0% |
| Abstain | 0 | 0,0% |
| Total votes cast (i.e. without abstentions) |
6,945,931 | |
| Result | adopted |

Adoption of annual accounts 2019.
| Overview | ||
|---|---|---|
| Amount | Percentage | |
| For | 6,943,830 | 100,0% |
| Against | 101 | 0,0% |
| Abstain | 2,000 | 0,0% |
| Total votes cast (i.e. without abstentions) |
6,943,931 | |
| Result | adopted |

Voting item 6a
Discharge of the members of the Board of Directors: Mark Logtenberg.
| Overview | ||
|---|---|---|
| Amount | Percentage | |
| For | 6,943,830 | 100,0% |
| Against | 1 | 0,0% |
| Abstain | 2100 | 0,0% |
| Total votes cast (i.e. without abstentions) |
6,943,931 | |
| Result | adopted |

Voting item 6b
Discharge of the members of the Board of Directors: Raymond van Riele.
| Overview | ||
|---|---|---|
| Amount | Percentage | |
| For | 6,943,831 | 100,0% |
| Against | 0 | 0,0% |
| Abstain | 2,100 | 0,0% |
| Total votes cast (i.e. without abstentions) |
6,943,831 | |
| Result | adopted |

Voting item 6c
Discharge of the members of the Board of Directors: Leo Verheijen.
| Overview | ||
|---|---|---|
| Amount | Percentage | |
| For | 6,943,830 | 100,0% |
| Against | 1 | 0,0% |
| Abstain | 2,100 | 0,0% |
| Total votes cast (i.e. without abstentions) |
6,943,831 | |
| Result | adopted |

Voting item 6d
Discharge of the members of the Board of Directors: Selwyn Duijvestijn.
| Overview | ||
|---|---|---|
| Amount | Percentage | |
| For | 6,945,931 | 100,0% |
| Against | 0 | 0,0% |
| Abstain | 0 | 0,0% |
| Total votes cast (i.e. without abstentions) |
6,945,931 | |
| Result | adopted |

Distribution of special dividend.
| Overview | ||||
|---|---|---|---|---|
| Amount | Percentage | |||
| For | 0 | 0,0% | ||
| Against | 6,945,831 | 100,0% | ||
| Abstain | 100 | 0,0% | ||
| Total votes cast (i.e. without abstentions) |
6,945,831 | |||
| Result | not adopted |

Delegation to the Board of Directors of the powers to (a) issue, and grant rights to subscribe for, shares in the capital of the Company up to a maximum aggregate issuance price of EUR [25,000,000]; and (b) restrict or exclude the pre-emptive rights in connection with such issue of, or grant of rights to subscribe for shares in the capital of the Company, each for a period of 5 years from the date of the AGM.
| Overview | ||||
|---|---|---|---|---|
| Amount | Percentage | |||
| For | 6,945,831 | 100,0% | ||
| Against | 100 | 0,0% | ||
| Abstain | 0 | 0,0% | ||
| Total votes cast (i.e. without abstentions) |
6,945,931 | |||
| Result | adopted |

Delegation to the Board of Directors, for a period of 18 months from the date of the AGM, of the power to acquire all 100 issued and outstanding 100 priority shares of the Company for a purchase price equal to their nominal value (Voting Item).
| Overview | ||||
|---|---|---|---|---|
| Amount | Percentage | |||
| For | 6,945,931 | 100,0% | ||
| Against | 0 | 0,0% | ||
| Abstain | 0 | 0,0% | ||
| Total votes cast (i.e. without abstentions) |
6,945,931 | |||
| Result | adopted |