CONVENING NOTICE OF THE COMPANY'S ANNUAL GENERAL MEETING TO BE HELD ON 30
MAY 2024
EQS-News: CPI PROPERTY GROUP / Key word(s): AGM/EGM/Real Estate
CONVENING NOTICE OF THE COMPANY'S ANNUAL GENERAL MEETING TO BE HELD ON 30
MAY 2024
26.04.2024 / 17:48 CET/CEST
The issuer is solely responsible for the content of this announcement.
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CPI PROPERTY GROUP
Société Anonyme
40, rue de la Vallée
L-2661 Luxembourg
R.C.S. Luxembourg B 102254
(the "Company")
CONVENING NOTICE OF THE COMPANY'S ANNUAL GENERAL MEETING TO BE HELD ON 30
MAY 2024
Dear Shareholders,
You are invited to attend the annual general meeting of the shareholders of
the Company (the "Meeting") to be held at the registered office of the
Company at 40, rue de la Vallée, L-2661 Luxembourg, Grand Duchy of
Luxembourg, on 30 May 2024 at 10:00 CET, to discuss and to vote on the
agenda indicated below.
The Meeting is convened in accordance with article 450-8 of the Luxembourg
law on commercial companies dated 10 August 1915, as amended from time to
time (the "LCA") and article 3 of the Luxembourg law dated 24 May 2011 on
the exercise of certain rights of shareholders in general meetings of listed
companies, as amended from time to time, with the following points on the
agenda:
AGENDA
1. Presentation of the reports of the Board of Directors and of the
approved auditor (réviseur d'entreprises agréé) of the Company on the
statutory annual accounts and on the consolidated annual accounts of the
Company for the financial year ended 31 December 2023.
2. Presentation and approval of the statutory annual accounts for the
financial year ended 31 December 2023.
3. Presentation and approval of the consolidated annual accounts for the
financial year ended 31 December 2023.
4. Allocation of the financial results in relation to the financial year
ended 31 December 2023.
5. Presentation and approval of a revised version of the remuneration
policy.
6. Presentation and approval of the remuneration report for the financial
year ended 31 December 2023.
7. Discharge to be granted to the members of the Board of Directors in
respect of the performance of their duties during the financial year
ended 31 December 2023.
8. Discharge to be granted to the approved auditor (réviseur d'entreprises
agréé) in respect of the performance of its duties during the financial
year ended 31 December 2023.
9. Decision to appoint with immediate effect Mr. Edward Hughes to the
Board of Directors of the Company until the annual general meeting of
the shareholders of the Company to be held in 2025 concerning the
approval of the annual accounts of the Company for the financial year
ending on 31 December 2024.
10. Decision to appoint with immediate effect Mr. Jonathan Lewis to the
Board of Directors of the Company until the annual general meeting of
the shareholders of the Company to be held in 2025 concerning the
approval of the annual accounts of the Company for the financial year
ending on 31 December 2024.
11. Decision to appoint with immediate effect Mr. Philippe Magistretti to
the Board of Directors of the Company until the annual general meeting
of the shareholders of the Company to be held in 2025 concerning the
approval of the annual accounts of the Company for the financialyear
ending on 31 December 2024.
12. Decision to appoint with immediate effect Mr. David Greenbaum to the
Board of Directors of the Company until the annual general meeting of
the shareholders of the Company to be held in 2025 concerning the
approval of the annual accounts of the Company for the financialyear
ending on 31 December 2024.
13. Decision to appoint with immediate effect Mr. Tomas Salajka to the
Board of Directors of the Company until the annual general meeting of
the shareholders of the Company to be held in 2025 concerning the
approval of the annual accounts of the Company for the financial year
ending on 31 December 2024.
14. Decision to appoint with immediate effect Mr. Omar Sattar to the Board
of Directors of the Company until the annual general meeting of the
shareholders of the Company to be held in 2025 concerning the approval
of the annual accounts of the Company for the financial year ending on
31 December 2024.
15. Decision to appoint with immediate effect Mr. Oliver Schlink to the
Board of Directors of the Company until the annual general meeting of
the shareholders of the Company to be held in 2025 concerning the
approval of the annual accounts of the Company for the financial year
ending on 31 December 2024.
16. Decision to appoint with immediate effect Mr. Tim Scoble to the Board
of Directors of the Company until the annual general meeting of the
shareholders of the Company to be held in 2025 concerning the approval
of the annual accounts of the Company for the financial year ending on
31 December 2024.
17. Subject to approval of item 12 of the agenda, decision to appoint Mr.
David Greenbaum as the Managing Director (administrateur délégué) of the
Company until the annual general meeting of the shareholders of the
Company to be held in 2025 concerning the approval of the annual
accounts of the Company for the financial year ending on 31 December
2024.
18. Subject to approval of item 13 of the agenda, decision to appoint Mr.
Tomas Salajka as the Managing Director (administrateur délégué) of the
Company until the annual general meeting of the shareholders of the
Company to be held in 2025 concerning the approval of the annual
accounts of the Company for the financial year ending on 31 December
2024.
19. Decision to appoint with immediate effect Ernst & Young, Luxembourg as
the approved auditor (réviseur d'entreprises agréé) of the Company until
the annual general meeting of the shareholders of the Company to be held
in 2025 concerning the approval of the annual accounts of the Company
for the financial year ending on 31 December 2024.
* * *
ATTENDING THE MEETING
In order to participate to the Meeting, shareholders must provide the
Company with the following three items as explained in greater detail below:
(i) Record Date Confirmation, (ii) Attendance and Proxy Form, and (iii)
Proof of Shareholding.
Record Date Confirmation: This document shall be provided to the Company by
a shareholder at the latest on the Record Date, i.e. by 24:00 CEST
(midnight) on 16 May 2024. The Record Date is 16 May 2024 at 24:00 CEST
(midnight) (the "Record Date", i.e. the day falling fourteen (14) days
before the date of the Meeting at midnight (Luxembourg time)).
The Record Date Confirmation must be in writing and indicate that a
shareholder holds the Company shares and wishes to participate in the
Meeting. A template form of the Record Date Confirmation is available on the
Company's website at www.cpipg.com.
The Record Date Confirmation must be sent to the Company by post or
electronic means so that it is received by the Company at the latest on the
Record Date, i.e. by 24:00 CEST (midnight) on 16 May 2024, to:
CPI PROPERTY GROUP
40, rue de la Vallée, L-2661 Luxembourg
Fax: + 352 26 47 67 67
email: generalmeetings@cpipg.com
Attendance and Proxy form: A template form is available on the Company's
website at www.cpipg.com and is to be duly completed and signed by
shareholders wishing to attend or be represented at the Meeting.
Proof of Shareholding: This document must indicate the shareholder's name
and the number of Company shares held on the Record Date, i.e. at 24:00 CEST
(midnight) on 16 May 2024. The Proof of Shareholding shall be issued by the
bank, the professional securities' depositary or the financial institution
where the shares are on deposit. Please note that Proof of Shareholding is
not necessary for those shareholders whose shares are still recorded as
registered shares in the Company's shareholders register.
Shareholders wishing to attend the Meeting must send the Attendance and
Proxy form together with the relevant Proof of Shareholding by post or
electronic means so that they are received by the Company at the latest by
noon (12:00 noon CET) on 23 May 2024, to:
CPI PROPERTY GROUP
40, rue de la Vallée, L-2661 Luxembourg
Fax: + 352 26 47 67 67
email: generalmeetings@cpipg.com
Please note that only persons who are shareholders on the Record Date and
have timely submitted their Record Date Confirmation, Attendance and Proxy
form, and Proof of Shareholding shall have the right to participate and vote
in the Meeting.
Documentation and information: The following documents and information are
available for the shareholders on our website: www.cpipg.com:
* the present convening notice;
* the total number of shares and the voting rights in the Company as at
the date of this convening notice;
* the documents to be submitted to the Meeting (in particular the reports
of the Board of Directors and of the approved auditor (réviseur
d'entreprises agréé), the statutory annual accounts for the financial
year ended 31 December 2023, the consolidated annual accounts for the
financial year ended 31 December 2023, the revised version of the
remuneration policy and the remuneration report for the financial year
ended 31 December 2023);
* the draft resolutions of the Meeting. Any draft resolution(s) submitted
by shareholder(s) shall be added to the website as soon as possible
after the Company has received them;
* the Record Date Confirmation form; and
* the Attendance and Proxy form.
The above documents may also be obtained by shareholders upon written
request sent to the following postal address: CPI PROPERTY GROUP, 40, rue de
la Vallée, L-2661 Luxembourg.
For further information, visit our website: www.cpipg.com, in particular,
the "Shareholder Corner".
Quorum Requirement: The Meeting shall validly deliberate regardless of the
corporate capital present or represented. Resolutions, in order to be
adopted, must be carried by a majority of the votes cast. Votes cast shall
not include votes attaching to shares in which the shareholder has not taken
part in the vote or has abstained or has returned a blank or invalid vote.
Right to add new items on the agenda: One or more shareholders together
representing at least five per cent of the share capital has the right to
(i) put one or more items on the agenda of the Meeting and (ii) table draft
resolutions for items included or to be included on the agenda of the
Meeting.
Such requests must:
* be in writing and sent to the Company by post (at the following address:
CPI PROPERTY GROUP, 40, rue de la Vallée, L-2661 Luxembourg) or
electronic means (at the following email address:
generalmeetings@cpipg.com) and be accompanied by a justification or
draft resolution to be adopted in the Meeting;
* include the postal or electronic address at which the Company may
acknowledge receipt of the requests;
* be received by the Company at least twenty-two (22) days before the date
of the Meeting, i.e. 8 May 2024.
The Company shall acknowledge receipt of requests referred to above within
(forty-eight) 48 hours from receipt. The Company shall prepare a revised
agenda including such additional items on or before the fifteenth (15th) day
before the date of the Meeting.
For further information, visit our website: www.cpipg.com.
If you need further assistance or information, please contact: CPI PROPERTY
GROUP, 40, rue de la Vallée, L-2661 Luxembourg, Tel: + 352 26 47 67 58; Fax:
+ 352 26 47 67 67; email: generalmeetings@cpipg.com.
Luxembourg, 26 April 2024
Yours faithfully,
The Board of Directors of the Company
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26.04.2024 CET/CEST Dissemination of a Corporate News, transmitted by EQS
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The issuer is solely responsible for the content of this announcement.
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Language: English
Company: CPI PROPERTY GROUP
40, rue de la Vallée
L-2661 Luxembourg
Luxemburg
Phone: +352 264 767 1
Fax: +352 264 767 67
E-mail: contact@cpipg.com
Internet: www.cpipg.com
ISIN: LU0251710041
WKN: A0JL4D
Listed: Regulated Market in Frankfurt (General Standard);
Regulated Unofficial Market in Dusseldorf, Stuttgart
EQS News ID: 1891033
End of News EQS News Service
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1891033 26.04.2024 CET/CEST