NIBC EGM approves all resolutions on agenda in relation to recommended public offer

Press Release -

Today, NIBC Holding N.V. (NIBC Holding) held its Extraordinary General Meeting of Shareholders (EGM). The EGM served as general meeting required to be held in accordance with article 18 paragraph 1 of the Decree to discuss the Offer. Capitalized terms not defined in this press release have the same meaning as given thereto in the agenda and explanatory notes.

 

The following resolutions have been adopted at the EGM:

  • Approval of the Conditional Asset Sale as required under article 2:107a of the DCC
  • Conditional resolution to (a) dissolve (ontbinden) NIBC Holding in accordance with article 2:19 of the DCC; (b) appoint the newly to be incorporated Stichting Vereffening NIBC Holding as the liquidator (vereffenaar) of NIBC Holding in accordance with article 2:19 of the DCC; and (c) appoint NIBC Bank N.V. as the custodian of the books and records of NIBC Holding in accordance with article 2:24 of the DCC
  • Conditional amendment of NIBC Holding’s articles of association as per the Settlement Date
  • Conditional amendment  of NIBC Holding’s articles of association as per delisting of the shares in the capital of NIBC Holding
  • Conditional appointment of Mr. Q. Abbas as member of the Supervisory Board for a term of four years as per the Settlement Date
  • Conditional appointment of Mr. N. El Gabbani as member of the Supervisory Board for a term of four years as per the Settlement Date
  • Conditional granting of full and final discharge from liability to all members of the Supervisory Board for their functioning until the date of the EGM, as per the Settlement Date
  • Conditional granting of full and final discharge from liability to all members of the Managing Board for their functioning until the date of the EGM, as per the Settlement Date
  • Conditional approval to cancel all treasury shares held by NIBC Holding

 

The voting results of the EGM will be placed on the company’s website within 15 days of the EGM.

The agenda and explanatory notes together with the audio tape of the EGM are available on our website.

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