Capelle aan den IJssel, The Netherlands 9 October 2023 - Today, GeoJunxion publishes the convocation and meeting agenda for its 2023 Annual General Shareholders Meeting to be held on 21 November 2023.
The meeting materials and the convocation including the agenda are available on the GeoJunxion website at this LINK (https://www.geojunxion.com/all-news/geojunxion-documents-for-the-2023-annual-general-shareholders-meeting-on-21-november-2023/).
INVITATION TO ATTEND THE 2023 GEOJUNXION N.V.
ANNUAL GENERAL SHAREHOLDERS MEETING
GeoJunxion N.V. (GOJXN.AS) invites shareholders to attend its Annual General Shareholders Meeting (AGM) on Tuesday 21 November 2023 at 10:00 a.m (CET). This meeting, held as a hybrid "online and in-person", will be hosted from the GeoJunxion's offices located in Capelle a/d IJssel 2909 LC, Rivium Quadrant 75, 9th floor.
GeoJunxion provides its shareholders with two options to attend the meeting: online, via the live Microsoft Teams Webinar, or in-person. In both cases registration is mandatory. GeoJunxion recommends all its shareholders to provide their voting instructions using the proxy voting form no later than 14 November 2023, at 5:00 p.m. (CET). Instructions on how to register, vote by proxy and attend the webinar are outlined below in this convocation notice.
For shareholders that wish to attend the AGM online, it will be required to use the proxy voting form and provide the voting instructions ahead of the meeting (no later than 14 November 2023).
Shareholders that wish to attend the meeting in-person are welcome to join us in our office in Capelle a/d IJssel as of 9h30. Please bring a valid identification document. Shareholders that are present in-person will be able to vote during the meeting, they can however also submit their voting instructions ahead of the meeting as detailed further below.
The following agenda items are scheduled for the Annual General Meeting of Shareholders in 2023:
| 1 | Opening and Announcements | |
| Review of the Financial Year 2022-23 | ||
| 2 | Business update and clarification on the company's strategy | |
| 3 | Status update on delisting from Euronext Amsterdam | |
| 4 | Status update on convertible loan with lenders | |
| 5 | Report of the Management Board for financial year 2022-23 | |
| 6 | Report of the Supervisory Board for financial year 2022-23 | |
| 7 | Remuneration policy in financial year 2022-23 | voting |
| 8 | Adoption of the minutes of the AGM of 15 November 2022 | voting |
| Annual Accounts 2022-23 | ||
| 9 | Proposal to adopt the financial statements | voting |
| 10 | Policy on result allocation (discussion item) | |
| 11 | Proposal to not issue a dividend over 2022-23 | voting |
| 12 | Corporate Governance (discussion item) | |
| 13 | Proposal to give discharge to the members of the Board of Management | voting |
| 14 | Proposal to give discharge to the members of the Supervisory Board | voting |
| Other topics | ||
| 15 | Any other business | |
| 16 | Closing of the Shareholders meeting |
Meeting documents
The meeting documents will be made available for review or download on the GeoJunxion website (https://www.geojunxion.com/all-news/geojunxion-documents-for-the-2023-annual-general-shareholders-meeting-on-21-november-2023/). Those will include the Convocation and Agenda, Agenda clarifications and the proxy voting document.
The documents will also be available at the offices of the Company, Rivium Quadrant 75, 2909 LC, Capelle aan den IJssel, Tel. 010-8851200, Fax 010-8851240 and at ING BANK N.V., Issuer Services, Location code TRC 02.039, Foppingadreef 7, 1102 BD, Amsterdam, Tel. 020-5762716, e-mail agm.pas@ing.com (mailto:agm.pas@ing.com). A copy of these documents will be provided upon request.
The Consolidated Annual Accounts of GeoJunxion for the accounting year ending per 30 June 2023 will be published on 26 October 2023. The Accounts will be published without an Auditor's opinion and be marked as "unaudited".
Registration date
Persons entitled to vote and/or attend the Annual General Meeting of Shareholders 2023, are holders of common shares, who on 24 October 2023, after processing of all settlements per this date (the Record Date) are registered as such in a (sub)register designated by the Management Board. The (sub)registers for bearer shares are those kept on the Record Date by the banks and brokers, which are according to Dutch Securities Giro Transfer Act (Wet giraal effectenverkeer) intermediaries (intermediairs) of the Dutch Central Securities Depositary (Euroclear Nederland).
Registration
Holders of common shares who wish to attend the 2023 Annual General Meeting of Shareholders either in person, by proxy or online, have to register for the meeting by Tuesday 14 November 2023, at 5:00 p.m. (CET) at the latest at ING BANK N.V., Issuer Services, Location code TRC 02.039, Foppingadreef 7, 1102 BD, Amsterdam, Tel. 020-5636799, e-mail: agm.pas@ing.com (mailto:agm.pas@ing.com).
Attending the meeting online.
We will use the Microsoft Teams Webinar online tool to give Shareholders the opportunity to participate to the shareholder's meeting and ask questions. Shareholders will be able to access the meeting via a simple web browser from PC, mobile or tablet. Once you have registered as a shareholder via ING, we will send you an e-mail to register for the webinar. You will receive a link to connect to the webinar. Please make sure you have registered with ING with the correct e-mail address. You can join a Teams Webinar anytime, from any device, whether or not you have a Microsoft Teams account. If you don't have a Teams account please click on the following links to learn how to join as a guest:
Instructions for joining as a guest on Teams on PC (desktop/laptop) (https://support.microsoft.com/en-us/office/join-a-meeting-without-a-teams-account-c6efc38f-4e03-4e79-b28f-e65a4c039508)
Instructions for joining as a guest on Teams on Mobile (or tablet) (https://support.microsoft.com/en-us/office/join-a-meeting-without-a-teams-account-c6efc38f-4e03-4e79-b28f-e65a4c039508)
Proxy and voting instructions
Holders of bearer shares who wish to attend the meeting by proxy have to submit a power of attorney and provide instructions for the person voting on their behalf. In that case the shareholder needs to register his/her shareholding as described above and, at the same time, provide an electronic copy of the proxy. This proxy needs to be received no later than Tuesday 14 November 2023, at 5:00 p.m. (CET) at the service desk of ING Bank NV (e-mail: agm.pas@ing.com (mailto:agm.pas@ing.com)).
The shareholder can inform the Company of such proxy using the following e-mail address:
info@GeoJunxion.com (mailto:info@GeoJunxion.com). Proxy documents can be downloaded from this page on the GeoJunxion website (https://www.geojunxion.com/all-news/geojunxion-documents-for-the-2023-annual-general-shareholders-meeting-on-21-november-2023/). When attending the meeting in person, the proxy holder needs to have the proof of the registration, a copy of the proxy document and a valid identification document.
Identification
Holders of registered shares or proxy holders who wish to attend the meeting in person will be requested to provide a valid identification document before being admitted to the meeting.
Share Capital and voting rights
At the time of issuing this convocation notice, the company has a share capital of €3.184.633,50 consisting of 4.246.178 ordinary shares with a nominal value of €0,75. The number of voting right amounts to 4.246.178.
Capelle aan den IJssel, 9 October 2023
The Management and Supervisory Board
GeoJunxion N.V.
www.GeoJunxion.com (https://eur01.safelinks.protection.outlook.com/?url=http%3A%2F%2Fwww.geojunxion.com%2F&data=04%7C01%7Cfrancesco.altamura%40geojunxion.com%7C9ed602b9e8ac44d8d8e608d987544aa3%7C8487d18b33354fcda87773079cbd37aa%7C0%7C0%7C637689618368323148%7CUnknown%7CTWFpbGZsb3d8eyJWIjoiMC4wLjAwMDAiLCJQIjoiV2luMzIiLCJBTiI6Ik1haWwiLCJXVCI6Mn0%3D%7C1000&sdata=q3Nd7QFQ8yJid%2FEddtmq%2F55DRXO1XIbimVLE0bT6rhQ%3D&reserved=0)
Attachments
- Minutes of AGM GeoJunxion 15 November 2022 (https://www.geojunxion.com/wp-content/uploads/Meeting-Minutes-GeoJunxion-NV-AGSM-15-Nov-2022-FINAL.pdf)
- Additional clarifications to the agenda of the 2023 Annual General Meeting of Shareholders (https://www.geojunxion.com/wp-content/uploads/Agenda-Clarifications-Shareholders-Meeting-GeoJunxion-NV-21-Nov-2023.pdf)
- Proxy GeoJunxion N.V. AGM 21 November 2023 (https://www.geojunxion.com/wp-content/uploads/Registration-and-Proxy-Voting-GeoJunxion-N.V.-AGM-21-November-2023.pdf)
GeoJunxion NV Head Office - Rivium Quadrant 75 - 2909 LC Capelle aan den IJssel - The Netherlands - Phone: 31 (0)10 885 1200 - Fax: 31 (0)10 885 1230 - www.geojunxion.com (https://eur01.safelinks.protection.outlook.com/?url=http%3A%2F%2Fwww.geojunxion.com%2F&data=04%7C01%7Cfrancesco.altamura%40geojunxion.com%7C9ed602b9e8ac44d8d8e608d987544aa3%7C8487d18b33354fcda87773079cbd37aa%7C0%7C0%7C637689618368353131%7CUnknown%7CTWFpbGZsb3d8eyJWIjoiMC4wLjAwMDAiLCJQIjoiV2luMzIiLCJBTiI6Ik1haWwiLCJXVCI6Mn0%3D%7C1000&sdata=yBJuxPdNCYvA11ZCM38JmzPOlWmcQwsl9tSQFlyrKqc%3D&reserved=0)
Attachments
- Registration and Proxy Voting GeoJunxion N.V. AGM 21 November 2023 (https://ml-eu.globenewswire.com/Resource/Download/63c2bd55-772d-4548-80cc-b5c8aec794cd)
- Meeting Minutes GeoJunxion NV - AGSM 15 Nov 2022-FINAL (https://ml-eu.globenewswire.com/Resource/Download/0c2f81c3-3b7f-42e2-8b3a-dee28490b958)
- Agenda Clarifications Shareholders Meeting GeoJunxion NV - 21 Nov 2023 (https://ml-eu.globenewswire.com/Resource/Download/08b2d27e-cb86-4011-b49c-5a8514585666)
