Wessanen, Kon.

Notice convening the Annual General Meeting of shareholders of Koninklijke Wessanen nv

to be held in De Hallen Studio’s, Hannie Dankbaarpassage 18, 1053 RT Amsterdam on Thursday 11 April 2019 at 14:00h 

The agenda for the Annual General Meeting of Shareholders (the AGM) of Koninklijke Wessanen N.V. (Wessanen) is as follows:

  1. Opening (non voting)
  2. Annual Report for the financial year 2018 (non voting)
  3. Remuneration policy 2018 (non voting)
  4. Adoption of the 2018 financial statements (voting item)
  5. Explanation of dividend policy (non voting)
  6. Adoption of the proposed 2018 dividend (voting item)
  7. Discharge of the members of the Executive Board (voting item)
  8. Discharge of the members of the Supervisory Board (voting item)
  9. Reappointment of Mr Rudy Kluiber as member of the Supervisory Board (voting item)
  10. Amendment of Remuneration Policy (voting item)
  11. Amendment of Wessanen’s articles of association
    1. Proposed amendment articles of association I (voting item)
    2. Proposed amendment articles of association II (voting item)
  12. Authorisation of the Executive Board to repurchase shares in Wessanen (voting item)
  13. Designation of the Executive Board as competent body to issue shares and to limit or exclude the statutory pre-emptive rights (voting item)
  14. Appointment of auditor charged with auditing the 2020 financial statements (voting item)
  15. Questions and close of the meeting (non voting)


Record date
The Executive Board has determined that those who are registered on 14 March 2019 (the ‘Record Date’) in one of the (sub) registers and have given notice in accordance with the following will have the right to attend and to vote at this meeting. The sub-registers designated for holders of deposit shares (girale aandelen) are administered by the intermediaries as referred to in the Section 1 of Securities Giro Transactions Act, and indicate who is entitled to such shares at the Record Date. The register designated for holders of registered shares is the share register of Koninklijke Wessanen N.V.

Holders of deposit shares who wish to attend the meeting in person or appoint a representative, must notify ABN AMRO by 5 April 2019, at 5.30 p.m. CET at the latest via www.abnamro.com/evoting or via the intermediary in whose administration their shares are registered at the Record Date. The intermediaries must submit to ABN AMRO no later than on 8 April 2019, at 11 a.m. CET, a statement via www.abnamro.com/intermediary including the number of shares notified for registration and held by that shareholder at the Record Date. ABN AMRO will send these shareholders a proof of registration (“Admission Ticket”) via the relevant intermediary. Shareholders (or their proxy holder) can be requested at the registration desk of the meeting to show a valid identification document. After checking this with the registration list, the shareholder (or proxy holder) will be admitted to the meeting.

Power of attorney and voting instructions
Shareholders who will not be attending the meeting in person may give a proxy to Mrs. J.J.C.A. Leemrijse, civil law notary in Amsterdam (or her deputy), or to another person appointed by them to vote on their behalf. The shareholder must have registered his shares as mentioned above. Proxy and voting instructions can be given electronically via www.abnamro.com/evoting or in writing by delivering the completed and executed proxy voting instruction form to ABN AMRO on 5 April 2019 at 5.30 p.m. CET at the latest. A power of attorney and voting instructions form is available on Wessanen’s corporate website or via ABN AMRO.

Holders of registered shares
Holders of registered shares are required to give notification for the meeting and if desired give proxy to another person in the way explained in the convocation letter sent to them by Wessanen.

Message details

Sub-group Equities
Issuer Wessanen, Kon.
Category Meeting
ISIN NL0000395317
Symbol WES
Securities name Ordinary shares
Publication date March 8 2019


Explanatory notes.pdf
Explanatory notes to amendment articles of association.pdf
Proposed amendment articles of association I DEF.pdf
Proposed amendment articles of association II DEF.pdf