De Bilt, 9 May 2012 - The annual General Meeting of Shareholders of Grontmij
N.V., which was held today, adopted all proposed resolutions.
The General Meeting of Shareholders adopted the proposal to issue ordinary
shares with the exclusion of the preferential subscription rights and to amend
the articles of association to allow for the rights offering of approximately €
80 million.
The proposal for a second amendment of the articles of association was also
adopted allowing for the introduction of deposit shares replacing the current
depositary receipts for shares after completion of the rights offering.
Furthermore, the amendment of the remuneration policy was adopted. The Executive
Board members will receive part of their variable remuneration through a long
term incentive share plan. The initial proposal included the possibility for the
Supervisory Board to apply a discount on the average share price when
calculating the number of shares to be granted to the members of the Executive
Board. Upon request of some major shareholders, the Supervisory Board agreed not
to apply such discount. Further, the Supervisory Board withdrew its proposal for
a new one-off cash bonus related to the dividend policy. Upon request of some
major shareholders, this proposal will be put on the agenda of the next General
Meeting of Shareholders in an amended form.
In addition, the other proposed resolutions that are customary for a general
meeting were adopted, including the adoption of the annual accounts and the
allocation of the loss for 2011, discharge of the (former) members of the
Executive Board and the Supervisory Board, extension of the designation of the
Executive Board to issue shares and to limit or exclude preferential rights
(other than in connection with the rights offering), authorisation of the
Executive Board to acquire own shares or depositary receipts for such shares by
the company and the assignment of Deloitte Accountants B.V. to audit the annual
accounts for 2012.
To the press release on the website
< Ends >
For more information please contact:
Grontmij N.V., Suzan van Nieuwkuyk, Company Secretary, +31 30 220 75 39
Grontmij N.V., Michèle Negen, Investor Relations Manager, +31 30 220 78 31
www.grontmij.com
Note to editors
Grontmij is the third largest engineering consultancy in Europe with nearly
9,000 professionals. At the heart of our business is the sustainability by
design principle. It is a leading value proposition for our customers delivered
by four business lines: Planning & Design, Transportation & Mobility, Water &
Energy, Monitoring & Testing.
Press release - Grontmij shareholders meeting adopted all proposed ...:
http://hugin.info/143540/R/1610638/511980.pdf
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Source: GRONTMIJ N.V. via Thomson Reuters ONE
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