Shareholders of Catalis SE (the “Company”) are hereby invited to attend the Extraordinary General Meeting of Shareholders of the Company (“EGM”). The meeting will take place on Thursday October 5, 2017 at 10:30 hour (CET) at the Company´s main office at Laan van Diepenvoorde 3, 5582 LA Waalre, The Netherlands and will be held in the English language.
The agenda for the meeting is as follows:
2. Authorisation for the introduction of 80,000 B Ordinary Shares (voting item)
Authorisation for the introduction of 80,000 B Ordinary Shares (Growth Shares), and issuance and allocation of up to 80,000 Growth Shares to various executives as decided by the Board. The Growth Shares will be subject to certain milestones and thresholds being attained in accordance with the terms and conditions of the Growth Share plan. The Articles of Association will require amendment as outlined in resolution 3.
3. Adjustment of Catalis’ Articles of Association reflecting topic 2, the introduction of Catalis B Ordinary Shares (voting item)
If the EGM approves the introduction of B Ordinary Shares the company’s Articles of Association will be amended to determine how and when B Ordinary Shares will be issued and allocated.
All information and documents in connection with the Extraordinary General Meeting can be obtained free of charge at the Company's office address, Laan van Diepenvoorde 3, 5582 LA Waalre, the Netherlands and on the Company’s website (www.catalisgroup.com).
Admittance to the EGM and voting rights
The Record Date for this EGM is September 14, 2017. This is the date on which one has to be registered as a shareholder in order to exercise meeting and voting rights at the EGM. The shares will not be blocked until the date of the EGM. On shares registered after September 14, 2017, the holder cannot exercise meeting rights or voting rights at the EGM.
Shareholders who wish to attend the meeting are requested via their bank or broker to lodge with:
c/o Computershare Operations Centre
by fax under +49 89 30903-74675 or by mail to: firstname.lastname@example.org,
a confirmation that their shares are registered in their name on the Record Date, being September 14, 2017.
The written confirmation must be received by Computershare Operations Centre not later than September 27, 2017, by 18:00 hours. Shareholders will receive a certificate of registration (certificate of deposit) together with the certificate of deposit number by email or post. Shareholders will be admitted to the meeting on presentation of their certificate of deposit number, which serves as identification on registration.
Shareholders having notified their attendance with Computershare Operations Center as mentioned above, have several options to vote without attending the meeting. A shareholder can appoint a proxy to represent him at the EGM or can give a voting instruction to the Company Representative, Mr. Peter Biewald, of Catalis SE. A voting instruction shall be sent to the following address: Catalis SE, Mr. Biewald, Laan van Diepenvoorde 3, 5582 LA Waalre, the Netherlands. Forms for the authorization of and giving instructions to the proxy are available on Catalis SE’s website at www.catalisgroup.com/index.php. On request they will be sent in text form to any person entitled to vote.
Registration of attendance
Following registration, shareholders or their proxies can only exercise their meeting/voting rights at the EGM if they register in person directly prior to the EGM. This attendance registration will take place at the entrance of the meeting room as from 9.30 a.m. until the start of the EGM at 10.30 a.m. Shareholders or their proxies must provide evidence of their identity by way of valid identification papers. Proxies must also provide proof of their authorization in writing.
At the day of this announcement the company has issued 745,233 shares. One vote is attached to each share, so the total number of voting rights is 745,233.
Catalis SE - The Board of Directors
Waalre, 21 August 2017
Draft of new articles of association