DGAP-News: ad pepper media International N.V. Zweigniederlassung Nürnberg /
Bekanntmachung der Einberufung zur Hauptversammlung
ad pepper media International N.V. Zweigniederlassung Nürnberg:
Bekanntmachung der Einberufung zur Hauptversammlung am 19.05.2020 in
Amsterdam, The Netherlands mit dem Ziel der europaweiten Verbreitung
gemäß §121 AktG
2020-04-07 / 15:05
Bekanntmachung gemäß §121 AktG, übermittelt durch DGAP
- ein Service der EQS Group AG.
Für den Inhalt der Mitteilung ist der Emittent / Herausgeber verantwortlich.
AD PEPPER MEDIA INTERNATIONAL N.V. ANNUAL GENERAL
MEETING
OF AD PEPPER MEDIA INTERNATIONAL N.V. Invitation
ad pepper media International N.V. (the "Company')
hereby invites its shareholders and all other persons
with meeting rights to attend its Annual General
Meeting to be held *at 9.30 a.m. on Tuesday, 19 May
2020 at the offices of NautaDutilh* (NautaDutilh N.V.,
Beethovenstraat 400, 1082 PR Amsterdam, The
Netherlands).
*Agenda*
The agenda is as follows:
1. *Opening*
2. *Report on the 2019 financial year
(discussion item)*
3. *Advisory Vote on the Remuneration Report
2019 (voting item)*
4. *Adoption of the remuneration policy for the
Management Board (voting item)*
5. *Adoption of the remuneration policy for the
Supervisory Board (voting item)*
6. *Adoption of the 2019 annual accounts and
appropriation of profit:*
a. *Adoption of the 2019 annual accounts
(voting item)*
b. *Discussion of principles underlying
appropriation of profit (discussion
item)*
c. *Allocation of the result in the period
2019 to the accumulated deficit (voting
item)*
7. *Discharge of the member of the Management
Board in respect of the performance of his
duties during the 2019 financial year
(voting item)*
8. *Discharge of the members of the Supervisory
Board in respect of the performance of their
duties during the 2019 financial year
(voting item)*
9. *Re-election of Dr. Stephan Roppel as member
of the Supervisory Board (voting item)*
10. *Election of Dagmar Bottenbruch as new
member of the Supervisory Board (voting
item)*
11. *Appointment of the auditor for the 2020
financial year (voting item)*
12. *Authorization of the Management Board to
buy back Company stock for a period of 18
months (voting item)*
13. *End of Annual General Meeting*
_Meeting documents_
The agenda with the explanatory notes thereto are
available on the Company's website as from today
(www.adpeppergroup.com.). These documents are also
available for review by shareholders at the Company's
offices at Frankenstr. 150C, 90461 Nürnberg, Germany.
Copies of the aforementioned documents are also
available to shareholders free of charge.
_Record Date_
The shareholding must exist on the 28th day prior to
the Annual General Meeting, i.e. persons entitled to
participate in and vote at the Annual General Meeting
of the Company on *Tuesday, 19 May 2020 *will be those
persons who, after all changes have been processed,
have these rights on *Tuesday, 21 April 2020 *(the
"*Record Date*") and are registered as such in one of
the designated registers, provided that those persons
have registered for the Annual General Meeting in time
in accordance with the provisions below.
_Registration for attendance in person_
Shareholders who wish to attend the Annual General
Meeting are required to notify ad pepper media
International N.V. c/o Computershare Operations Center
via fax +49 (0)89 30903-74675 or via email
(anmeldestelle@computershare.de) through their bank or
stockbroker. Notification can take place as from
*Wednesday, 22 April 2020 *until *18:00 CEST on
Wednesday, 13 May 2020 *at the latest. For this
purpose, the intermediary that has registered the
shares shall, no later than *18:00 CEST on Thursday, 14
May 2020*, issue a statement to ad pepper media
International N.V. c/o Computershare Operations Center
via fax +49 (0)89 30903-74675 or via email
(anmeldestelle@computershare.de) that the shares were
registered in the name of the holder thereof *on the
Record Date*. Subsequently, the shareholder will
receive a proof of registration which will also serve
as an admission ticket for the Annual General Meeting.
In addition, the intermediaries are requested to
include the full address details of the relevant
shareholders in order to be able to verify the
shareholding on the Record Date in an efficient manner.
The Company gives top priority to the health of its
employees, shareholders and other stakeholders. The
Company urges all its shareholders to carefully
consider whether they wish to attend the Annual General
Meeting in person this year in view of possible health
risks relating to the Covid-19 outbreak.
Against this background, the Company strongly
encourages its shareholders to take part in the Annual
General Meeting this year by way of proxy voting and
not to attend the Annual General Meeting in person.
There will be no social gatherings surrounding the
Annual General Meeting. This way, the physical meeting
can take place with only a limited number of core
attendees and health risks for those attendees can be
mitigated as much as possible.
In light of the measures imposed by the Dutch and
German government, members of the Supervisory Board and
the Management Board may not be able to attend the
meeting in person. The candidate for the Supervisory
Board, Dagmar Bottenbruch, may also not be able to
attend the meeting physically.
Shareholders who wish to participate in the Annual
General Meeting are advised to check the Annual General
Meeting page on the Company's corporate website
regularly to stay informed about the latest
developments.
_Proxy voting and voting instructions_
Shareholders who wish to be represented at the Annual
General Meeting shall, in addition to the registration
for the Annual General Meeting as described above, give
an independent third party or a person designated by
the Company a duly signed proxy to represent them at
the Annual General Meeting and to vote on their behalf.
Such proxy must include voting instructions.
Shareholders who wish to issue a proxy are required to
use the form which will be available for download on
the Company's website from *Tuesday, 21 April 2020*,
via
www.adpeppergroup.com
in the section Investor Relations/Financial Calendar
and Events/Annual General Meeting 2020. The completed
and duly signed form by the shareholder must have been
received by Computershare ultimately by *18:00 CEST on
Thursday, 14 May 2020*, by post at the office address
of ad pepper Media International N.V. c/o Computershare
Operations Center 80249 München, Germany, via fax +49
(0)89 30903-74675 or via email
(anmeldestelle@computershare.de). Before the meeting,
the proxy holder must hand in the admission ticket and
a valid copy of the duly signed proxy at the
registration desk.
_Admittance to the Annual General Meeting_
Registration will take place at the registration desk
at the venue between 08:30 CEST and the start of the
Annual General Meeting at 09:30 CEST on Tuesday, 19 May
2020. It is not possible to register after this time.
Shareholders and proxy holders can be asked to identify
themselves when attending the Annual General Meeting
and can be declined access in case proof of identity or
proof of registration lacks. All attendees of the
Annual General Meeting are therefore requested to bring
identification (for instance a valid passport or
driving license) to the Annual General Meeting.
_Issued share capital and voting rights of the Company_
At the date of the notice convening the Annual General
Meeting of the Company, the Company's issued share
capital amounted to EUR 1,075,000 consisting of
21,500,000 shares in bearer form having a nominal value
of EUR 0.05 each. The number of shares on which voting
rights can be exercised as at the day on which the
Annual General Meeting is convened, is 21,000,708.
Amsterdam, April 07, 2020
_The Management Board_
2020-04-07 Die DGAP Distributionsservices umfassen gesetzliche
Meldepflichten, Corporate News/Finanznachrichten und Pressemitteilungen.
Medienarchiv unter http://www.dgap.de
Sprache: Deutsch
Unternehmen: ad pepper media International N.V. Zweigniederlassung Nürnberg
Frankenstraße 150c
90461 Nürnberg
Deutschland
Telefon: +49 911 9290570
E-Mail: ir@adpepper.com
Internet: https://adpeppergroup.com/
ISIN: NL0000238145
WKN: 940883
Börsen: Auslandsbörse(n) Frankfurt, Xetra
Ende der Mitteilung DGAP News-Service
1017475 2020-04-07
(END) Dow Jones Newswires
April 07, 2020 09:05 ET (13:05 GMT)
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