Financial Statements Fortis Bank - DOC by kgb20889

VIEWS: 14 PAGES: 3

Financial Statements Fortis Bank document sample

More Info
									                            KINEPOLIS GROUP
               Public Limited Company making or having made
                         a public appeal for savings
                              Eeuwfeestlaan 20
                                1020 Brussels
                   Enterprise Number VAT BE 0415.928.179
                                RLP Brussels

The Board of Directors invites the shareholders to attend the General Meeting to
be held at the corporate registered office (Eeuwfeestlaan 20, 1020 Brussels) on
15/05/2009 at 10 a.m.

This Meeting shall have the following agenda:

1. Acquaintance with and discussion of the Board of Directors’ report of the
   unconsolidated and consolidated financial statements for the financial year ending
   December 31, 2008.

2. Acquaintance with and discussion of the auditor’s report on the unconsolidated
   financial statements and the auditor’s report on the consolidated financial statement
   for the financial year ending December 31, 2008.


3. Acquaintance with, discussion and approval of the unconsolidated financial
   statements for the financial year ending December 31, 2008 and the proposed
   allocation of profit.

   Proposal for resolution:
   Approval of the unconsolidated financial statements for the financial year ending
   December 31, 2008, including the allocation of profit and declaring the dividend at €
   0.66 gross per share.

4. Acquaintance with and discussion of the consolidated financial statements for the
   financial year ending December 31, 2008.


5. Discharge of the directors

Proposal for resolution:
Granting discharge to the directors for their mandate over the financial year ending
December 31, 2008.




                                                                                      1
6. Discharge of the statutory auditor

Proposal for resolution:
Granting discharge to the statutory auditor for its mandate over the financial year
ending December 31, 2008.

7. Appointment of directors and remuneration

Proposal for resolution:

As proposed by the Nomination and Remuneration Committee, nomination of the company
Gobes CV having as its permanent representative Mr Rafaël Decaluwé, as director, for a period
starting from the annual general meeting held on May 15, 2009 expiring at the end of the annual
general meeting of 2012.
She is considered as an independent director since he fulfills the criteria of Article 526ter of the
Code of companies

As proposed by the Nomination and Remuneration Committee the nomination of the company
‘Marion Debruyne’ BVBA, having as its permanent representative Ms Marion Debruyne, as
director, for a period starting from the annual general meeting held on May 15, 2009 and
expiring at the end of the annual general meeting of 2012.
She is considered as an independent director since he fulfills the criteria of Article 526ter of the
Code of companies.

Acquaintance of the discharge as director of the PLC HRV, having as its permanent
representative Mr. Hugo Vandamme, starting from May 15, 2009.

Pursuant to Article 21 of the Articles of Association, the General Meeting proposes a total
amount of € 541.000 as overall remuneration for the entire Board of Directors for 2009, witch
amount shall be divided over the different directors.


8. Acquaintance with and discussion of the Corporate Governance Charter within the
   Kinepolis Group.


To take part in the meeting, the shareholders must deposit their bearer shares, in accordance
with article 29 of the articles of association, at least three working days before the date set for the
meeting, i.e., by May 11, 2009 at the latest.

1) at the corporate registered office;
2) at the registered office or branches of the following banks:
   ING Belgium
   Fortis Bank
   KBC Bank




                                                                                                     2
Owners of dematerialised shares must, within the same term, deposit with the aforementioned
banks a certificate issued either by an accredited account holder or the liquidation authority,
establishing the unavailability of these shares for the purpose of the General Meeting.

Owners of registered shares must, within the same term, inform the Board of Directors in
writing of their intention to attend the meeting.



The Board of Directors
KINEPOLIS GROUP NV
Eeuwfeestlaan 20, 1020 Brussels




                                                                                                  3

								
To top