General Meetings of Shareholders 2011

Share price

2.57 euro

General Meetings of Shareholders 2011

An AGM is organised within six months of the end of the financial year. Further shareholders’ meetings may be held at the request of the Executive or Supervisory Boards, without prejudice to the provisions of Sections 110–112 of the Dutch Civil Code. Shareholders or holders of depositary receipts who, on their own or together, represent no less than 1% of the Group’s issued share capital or whose shares or depositary receipts have a market value of at least € 2 million, are entitled to request the Executive or Supervisory Boards to put items on the agenda.

The AGM appoints, suspends and dismisses members of both the Supervisory and Executive Boards, usually following a non-binding nomination from the Supervisory Board. If no such nomination has been submitted or if the AGM wishes to deviate from such nomination, the decision must be taken by an absolute majority of the votes cast, representing at least one-third of the Grontmij’s issued share capital. When appointing a member of the Executive Board or Supervisory Board, votes may only be cast for candidates whose names are stated in the agenda or notes thereto.

The AGM may only decide to amend the Group’s Articles of Association based on a proposal presented by the Executive Board that has been approved by the Supervisory Board. Any amendment requires an absolute majority.

The procedure for appointing and suspending and dismissing members of the Executive and Supervisory Boards, and the rules governing amendments to the Articles of Association, are set out in Grontmij’s Articles of Association.

Extraordinary General Meeting of Shareholders, 9 November 2011

As at 26 September 2011: