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Envipco Holding N.V.

Pre-Annual General Meeting Information May 16, 2017

3836_iss_2017-05-15_a47153ec-edda-4231-94c9-ae8ffba89c51.pdf

Pre-Annual General Meeting Information

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ENVIPCO HOLDING N.V. UTRECHTSEWEG 102, 3818 EP AMERSFOORT, THE NETHERLANDS

NOTICE OF GENERAL MEETING OF SHAREHOLDERS OF ENVIPCO HOLDING N.V. (THE "COMPANY").

The management board of the Company hereby invites its shareholders to attend a general meeting of shareholders of the Company (the "GMS") to be held on 28 June 2017 at 14:30 hours (CET) at the Sheraton Amsterdam Airport Hotel & Conference Center, Schiphol Boulevard 101, 1118BG Schiphol, The Netherlands.

The agenda for the GMS is as follows:

    1. Opening and registration of shareholders in attendance
    1. Annual accounts 2016
  • a. Presentation annual accounts 2016
  • b. Adoption of annual accounts 2016 (resolution)
    1. Discharge of the members of the management board of the Company for 2016 (resolution)
    1. Adoption of remuneration of the management board as published in the 2016 annual report (resolution)
    1. Authorisation to the Board of Envipco Holding N. V. (EHNV Board) to issue new shares (resolution)
    1. Authorisation to the EHNV Board and the Board of Stichting Employees Envipco Holding (Foundation Board) to transfer 240,000 Treasury Shares for the free float (resolution)
    1. Proposal to cancel / delete Envipco VVPR Strips (resolution)
    1. Appointment of auditor of the Company for the financial year 2016 (resolution)
    1. Any other businesses, announcements, questions, etcetera
    1. Closing of the meeting

Shareholder's Rights, Participations and Voting

As of the date of this notice of the General Meeting of the Shareholders of Envipco Holding N.V. to be held on 28 June 2016, the Company has 3,837,607 issued and outstanding shares. The Company By-Laws do not have any restrictions on voting rights, each share having the right for one vote at this meeting. Voting rights may not be used for shares held by the Company itself or its subsidiaries or other shares deemed to be treasury shares.

Unless Dutch law provides otherwise and with due observance of Article 12 of the Articles of Association of the Company, all resolutions shall be passed by a majority of 75% of the votes cast.

The shareholders are invited to attend the GMS in person or by proxy. Shareholders will only be admitted to the GMS upon submission of satisfactory evidence to the Company before the opening of the GMS that they are holders of shares on 31 May 2017 (the Registration Date). Shareholders need to have a confirmation from their bank setting out the number of shares held and registered in the name of the shareholder concerned on the Registration Date.

Holders of registered shares that have not been represented in book-entry form who are entitled to take part in and to vote at the GMS and who wish to attend the GMS in person or by proxy must notify the management board of this in writing. The notification must be received by the management board by no later than 21 June 2017. Please send your attendance confirmation to [email protected].

The agenda of the GMS, the explanatory notes thereto, the annual accounts 2016, and the explanation thereto are available at the office of the Company and on the website of the Company and can be obtained free of charge.

Proxy and Instruction to Vote

A shareholder who chooses to have himself represented at the meeting by a third party must provide the Company with a proxy to that effect as per enclosed document "PROXY." For the granting of a proxy, shareholders are required to use a form, which can be obtained via email at [email protected] or from the Company (T: +31(0)33 285 1773 F: +31 (0)33 285 1774) and can also be downloaded from the Company's website (www.envipco.com – General Meeting of Shareholders). The completed form, duly completed by the shareholder, must be received by 21 June 2017.

All shareholders are requested to attend the Annual General Meeting.

Envipco Holding N.V.

The Board of Directors, Amsterdam, 15 May 2017

Envipco Holding N.V, Utrechtseweg 102, 3818 EP Amersfoort, The Netherlands. T: +31.(0)33.285.1773 F: +31.(0)33.285.1774 Email – [email protected] www.envipco.com

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