Astarta Holding Announced Annual General Meeting of Shareholders
OREANDA-NEWS. On 19 May 2009 was announced, that on Friday, June 05, 2009, the Annual General Meeting of Shareholders (the Meeting) of ASTARTA Holding N.V. (the Company) will be held.
The Meeting will be held at, Claude Debussylaan 54,
Agenda:
1. Opening of the Meeting;
2. Discussion on the 2008 annual report;
3. Adoption of the annual accounts for the financial year 2008;
4. Granting of discharge to the Directors for their tasks during the financial year 2008;
5. Adoption of the profit appropriation for the financial year 2008 and distribution of dividends;
6. Filling of any vacancies;
7. Adoption of the amended remuneration policy of the Company;
8. Discussion on the new Dutch Corporate Governance Code;
9. Authorization of a person to represent the Company in the event of a conflict of interest;
10. Appointment of a person that may be temporarily charged with the management of the Company when all Directors are absent or unable to act ("ontstentenis of belet");
11. Appointment of the Company's external auditor for the financial year 2009;
12. Delegation to the Board of Directors of the authority to issue shares and cancel pre-emptive rights;
13. Any other business;
14. Closing of the Meeting.
The Agenda, the Shareholders' circular, the 2008 annual report, the explanatory notes to the annual accounts 2008 as well as all (draft) documents submitted to the Meeting for approval, ratification and/or adoption and draft resolution to be taken are available for inspection and copies are available free of charge from the Company (Koningslaan 17, 1075 AA Amsterdam, the Netherlands, telephone number +31 20 6731090 between 9:00 A.M. to 5:00 P.M. local time on working days) and are also available on the Company's website, www.astartakiev.com.
Depository certificates
All shareholders wishing to participate in the Meeting should request custodian banks or investment firms operating their investment accounts on which shares held in the Company are registered to issue a registered depository certificate evidencing their shareholding in the Company and the right to participate in the Meeting.
Registration for the Meeting
The Meeting will be open to those who:
(i) not later than 29 May 2009 by 5:00 P.M. local time have deposited with the Company an original depository certificate and
(ii) have not collected deposited depository certificate before the date of the Meeting, respectively.
Holders of shares (and other persons/entities entitled to attend the Meeting) who wish to attend the Meeting must register with the Company at its offices in the Netherlands at the following address: Koningslaan 17, 1075 AA Amsterdam (between 9:00 A.M. and 5:00 P.M. local time) or at the office of LLC Firm "Astarta-Kyiv" in Ukraine in Kyiv at the following address: 38/44 Pochainynska Street, 04070, Kyiv, Ukraine (between 9:00 A.M. and 5:00 P.M. local time) by depositing therewith an original depository certificate evidencing his/her shareholding in the Company and the establishment of a blockage on shares until the end of the Meeting, issued by authorized entities maintaining a securities account of a given shareholder.
Voting by Proxy
Shareholders can authorize third parties to cast their vote at the Meeting. The relevant power of attorney must be laid down in writing. Each shareholder that is entitled to participate in the Meeting may also appoint a Director designated by the Company to represent such a shareholder and vote his/her shares at the Meeting by sending a document of a power of attorney to the Company's offices.
In all cases, the original power of attorney granted to a Director designated by the Company, should be delivered to the Company or to LLC Firm "Astarta-Kyiv" at the addresses indicated above at least one day prior to the Meeting, i.e., on 04 June 2009, not later than 5 P.M. local time, under the pain of their rejection.
A form of power of attorney is available on the Company's website: www.astar
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