NSI

Annual General Meeting of Shareholders



General Meeting of Shareholders of NSI N.V. to be held on Friday, 20 April 2018 at 2.00 pm at HNK Den Haag, Oude Middenweg 17 2491 AC The Hague

AGENDA

  1. Chairman opens the meeting
  2. Report of the Management Board on the 2017 financial year
    1. Corporate Governance structure and compliance with the Dutch Corporate Governance Code of 8 December 2016
  3. Report of the Supervisory Board on the 2017 financial year
    1. Application of the remuneration policy for the 2017 financial year
  4. Adoption of the financial statements for the 2017 financial year - vote
  5. Dividend policy of NSI
  6. Declaration of the final dividend for 2017 - vote
  7. Discharge of the members of the Management Board for the policy pursued in the 2017 financial year - vote
  8. Discharge of the members of the Supervisory Board for the supervision exercised during the 2017 financial year - vote
  9. Composition of the Supervisory Board - vote
    1. Reappointment of Mr. Luurt van der Ploeg as a member of the Supervisory Board. - vote
  10. Remuneration policy for the Management Board
    1. Proposal for an amendment to the Remuneration policy for the Management Board - vote
    2. Revision of the remuneration policy for the Management Board
  11. Authorisations
    1. Proposal to authorise the Management Board to issue ordinary shares (subject to the approval of the Supervisory Board) - vote
    2. Proposal to authorise the Management Board to limit or exclude pre-emptive rights upon the issuance of ordinary shares (subject to the approval of the Supervisory Board) - vote
    3. Proposal to authorise the Management Board to buy back ordinary shares in the company’s own capital (subject to the approval of the Supervisory Board) - vote
  12. Outlook for 2018
  13. Any other business
  14. Closing

The language in which the General Meeting of Shareholders will be conducted is Dutch.
The agenda items above are explained in further detail in the shareholders’ circular.

HOW TO REGISTER FOR THE MEETING
The full agenda for the General Meeting, with supplementary notes and a copy of the 2017 annual report and financial statements are available at the company’s offices and via www.nsi.nl. Copies of these are also available free of charge via ABN AMRO Bank N.V. (“ABN AMRO”), by phoning: + 31 20 344 2000 or by sending an email to: corporate.broking@nl.abnamro.com.

Registration of meeting rights
Persons who (1) are registered in one of the registers or sub registers mentioned below as of 23 March 2018 (the “Registration date”) after the processing of all new registrations and cancelled registrations as of this date and (2) have signed up in the manner described below can participate in the meeting. For shareholders, the administrations of the intermediaries as defined in the Securities (Bank Giro Transactions) Act (the “Intermediaries”), which show who is entitled to the particular shares as of the Registration date, are designated as registers or sub registers.

Registration and sign-up
Shareholders or their authorised representatives who wish to participate in this meeting can sign up in writing from 26 March 2018 until no later than 5.30 pm CET on 13 April 2018 with the Intermediary whose administration holds their shares or via www.abnamro.com/evoting. No later than at 11 am CET on 16 April 2018, the Intermediaries must provide ABN AMRO with an electronic statement via www.abnamro.com/intermediary stating the number of shares held by the particular holder on the Registration date and being reported for registration. ABN AMRO will send these holders an admission ticket via the Intermediary.

Voting by proxy
Shareholders who cannot attend the meeting can also grant the company a voting instruction, without prejudice to the provisions concerning sign-up stated above. A voting instruction can be granted electronically via www.abnamro.com/evoting until 13 April 2018 at the latest. If a shareholder does not have an opportunity to grant a voting instruction electronically, a voting instruction can also be granted in writing. For this, the form available from the company free of charge must be completed and returned to the company no later than 13 April 2018.

Number of issued shares and number of voting rights
As of 9 March 2018, the number of issued shares in the company is 18,364,998.

Message details

Sub-group Equities
Issuer NSI
Category Meeting
ISIN NL0000292324
Symbol NISTI
Securities name Ordinary shares
Publication date March 9 2018

Downloads

Shareholders Circular.pdf
Proxy form AGM.pdf