Convocation for the Annual General Meeting of Shareholders

To be held on:

Friday April 26, 2019
11.00 am CET
Amsterdam Hilton Hotel
Apollolaan 138
1077 BG Amsterdam
The Netherlands

Convocation and agenda for the Annual General Meeting of Shareholders of Wereldhave N.V.

  1. Opening

  2. Report of the Board of Management

  3. Execution of the remuneration policy in 2018

  4. Presentation of the Auditor’s statement

  5. Dividend and reserves policy

  6. Adoption of the Annual Accounts and dividend proposal
    1. Proposal to adopt the annual accounts 2018 (Vote)
    2. Proposal of a dividend for 2018 of € 2.52 per ordinary share in cash, of which € 0.63 is payable as final dividend (Vote)

  7. Proposal to discharge the members of the Board of Management (Vote)

  8. Proposal to discharge the members of the Supervisory Board (Vote)

  9. Proposal to appoint Mrs F. Dechesne as Supervisory Board member (Vote)

  10. Proposal to change the remuneration for Supervisory Board members (Vote)

  11. Proposal to reappoint KPMG Accountants N.V. (Vote)

  12. Authority to issue shares
    1. Proposal to renew the authority of the Board of Management to issue shares and/or grant rights to subscribe for shares (Vote)
    2. Proposal to grant the authority to the Board of Management to restrict or exclude pre-emptive rights (Vote)

  13. Proposal to authorise the Board of Management to repurchase own shares (Vote)

  14. Questions before closure of the meeting

  15. Closure of the meeting

Record date
For this meeting voting- and meeting rights will be granted to those shareholders who are registered as such on March 29, 2019 after trading hours (record date) in a (partial) register and who have notified their intention to be present according to the stipulations below. (Partial) registers are the administrations of intermediaries as defined in the Dutch Securities BookEntry Administration and Trading Act.

Notification of presence and representation
Holders of bearer shares who wish to attend the meeting must declare in writing their wish to attend before or on 23 April 2019 (before 15:00 h CEST) by intervention of their bank. This declaration should be accompanied with a confirmation from the intermediary that the said shares were registered at the shareholder’s name on the record date. Through their bank, shareholders will receive a receipt confirmation which also serves as entrance registration form for the meeting. Holders of classic shares or K-stukken can only exercise voting rights and entitlement to dividend on their shares once these have been added to the Global Share.

Notification of presence can be made at www.abnamro.com/evoting. Meeting rights can also be exercised by proxy (including electronic proxy). Shareholders who wish to vote by internet, must instruct their bank or broker to inform ABN-AMRO before or on ) 23 April 2019 (15:00 h CEST) to register their shares for the meeting. Shareholders and usufructuaries with voting rights can give their notification and voting instructions electronically at www.abnamro.com/evoting from 29 March 2019 up to and including 23 April 2019 (before 15:00 h CEST). Intermediaries are requested to give full address details of the respective holders of shares, in order to facilitate an efficient check of their holdings at the record date.

Registration of presence
Shareholders or their proxy holders can only exercise vote- and meeting rights if they have given notice to attend the meeting. The registration with their receipt confirmation from the banks takes place at the entrance of the meeting room on the day of the meeting, from 10.00 h CEST until the start of the meeting. Shareholders and proxyholders will have to show a valid identification.

Issued share capital and voting rights
On the day of convocation for the meeting, there were 40,270,921 ordinary shares in issue, each entitled to one vote.

Schiphol, 15 March 2019
Board of Management Wereldhave N.V.

Message details

Sub-group Equities
Issuer Wereldhave
Category Meeting
ISIN NL0000289213
Symbol WHA
Securities name Ordinary shares
Publication date April 5 2019


Explanatory notes.pdf
2018 annual report.pdf
renumeration report 2018.pdf