Econocom - 2019 Universal registration document

07 shareholders

share performance and shareholders

The Extraordinary General Meeting of 21 ژ May ژ 2019 renewed for five years from the decision of the Annual General Meeting the authorisation granted to the Board of Directors to buy back treasury shares in the proportion of up to 20% of share capital, in accordance with article ژ 7:215 of the new Belgian Companies Code. The minimum purchase price was set at €2 per share and the maximum price at €10 per share. These authorisations apply to the acquisition of Company shares by one or more of its direct subsidiaries, pursuant to the legal provisions on the acquisition by subsidiaries of shares in their parent company. On 19 May 2015, the Extraordinary General Meeting granted to the Board of Directors, for a five-year period as from the publication of the revised Bylaws, i.e. 9 June 2015, the authorisation granted to the Board of Directors to increase the share capital, in accordance with articles ژ 7:198 and 7:199 of the new Belgian Companies Code, on one or several occasions, under conditions it deems fit, in the maximum amount of €21,563,999.86. At 31 ژ December 2019, Econocom group held 23,458,144 treasury shares representing 9.56% of the total number of shares outstanding. Rights attached 1.5. to shares PARTICIPATION IN ANNUAL 1.5.1. GENERAL MEETINGS AND VOTING RIGHTS Participation in Annual 1.5.1.1. General Meetings Right to participate in Annual 1.5.1.1.1. General Meetings All shareholders are entitled to attend Econocom group’s Annual General Meetings, regardless of the number of shares they hold, provided that they meet the admission requirements set out in the

“Annual General Meetings” section of this chapter. Holders of bonds, subscription rights and certificates issued in connection with the Company may attend the Annual General Meeting in a non-voting capacity only, provided that they meet the admission requirements applicable to shareholders. Right to call Annual General 1.5.1.1.2. Meetings Shareholders who, alone or jointly, hold at least 10% of Econocom’s share capital are entitled to ask the Board of Directors or Statutory Auditor to call an Annual General Meeting. Right to add matters to the 1.5.1.1.3. agenda and to table draft resolutions Shareholders who, alone or jointly, hold at least 3% of Econocom group’s share capital may ask for items to be added to the agenda of Annual General Meetings and file resolution proposals concerning agenda items. This right does not apply to Meetings called following a first Meeting that could not validly make decisions due to a failure to meet quorum requirements. Shareholders wishing to exercise this right must: prove that they actually hold at least 3% (i) of the Econocom group’s share capital on the date of filing of their request; and ensure that their shares representing at (ii) least 3% of the share capital are duly registered at the record date. Ownership is established either by a certificate stating that the corresponding shares are recorded in the Company’s share register or by a certificate issued by an authorised account holder or clearing institution certifying that the corresponding number of shares is registered in the account held by the account holder or clearing agent.

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2019 annual report

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