Vopak’s shareholders exercise their rights at the Annual General Meeting of Shareholders and the Extraordinary General Meeting of Shareholders.
Yearly before 1 July at least one General Meeting of Shareholders is held.
The agenda of the Annual General Meeting of Shareholders must contain a number of items described in Vopak’s Articles of Association or included in legislation, such as the adoption of the financial statements.
Extraordinary General Meetings of Shareholders are held at the request of the Executive Board, the Supervisory Board, or one or more shareholders and/or depositary receipt holders representing at least one-tenth of the issued capital.
Agenda topics requested in writing by one or more shareholders or depositary receipt holders who, individually or jointly, represent at least a one-hundredth part of the issued capital or whose shares and/or depositary receipts represent a market value of at least € 50 million, are included in the notice convening the meeting or announced in the same manner, provided that the request to do so is received no later than sixty days before the day of the meeting and no overriding interest of Vopak prohibits their inclusion.
At Annual General Meetings of Shareholders, resolutions are passed by an absolute majority of votes cast, unless Vopak’s Articles of Association or the law prescribe a larger majority.
The main powers of the Annual General Meeting of Shareholders are to:
- adopt the financial statements
- approve dividend proposals
- endorse the conduct of affairs by the members of the Executive Board
- endorse the supervision thereof exercised by the members of the Supervisory Board
- adopt remuneration policy relating to the members of the Executive Board
- adopt remuneration policy relating to the members of the Supervisory Board
- appoint, suspend and dismiss members of the Executive Board
- appoint, suspend and dismiss members of the Supervisory Board
- appoint the independent auditor
- authorise the Executive Board to purchase own shares
- issue shares and grant rights to acquire shares (option rights), or delegate this power to the Executive Board for a period of time
- limit or exclude shareholders’ pre-emption rights when ordinary shares are issued, including granting option rights to acquire shares, or delegate this power to the Executive Board for a period of time
- approve decisions by the Executive Board concerning major changes in the identity or nature of Vopak or its business
- pass resolutions on amending the Articles of Association, and dissolution, merger or division of Vopak