Decisions of the General Meeting of Shareholders– Announcement of the total number of voting rights ('denominator')
Regulated information, Leuven, 30 October 2020 (17.40 hrs CET)
Decisions of the General Meeting of Shareholders– Announcement of the total number of voting rights ('denominator')
Principal decisions of the Ordinary and Extraordinary General Meetings of Shareholders held on 30 October 2020
The Ordinary General Meeting of Shareholders of KBC Ancora approved the proposed appropriation of the result. As announced in its press release of 2 April 2020, KBC Ancora will not distribute either an interim or a final dividend in respect of the financial year 2019/2020. The Meeting also decided to reappoint KPMG Bedrijfsrevisoren as statutory auditor of the company for a further period of three years.
The Extraordinary General Meeting of Shareholders of KBC Ancora decided to introduce loyalty voting rights. This means that double voting rights will be granted to each KBC Ancora share that has been entered in the register of registered shares for a period of at least two years without interruption in accordance with Article 27 of the company’s Articles of Association. In addition, the Meeting decided to renew the authorisations granted to the statutory director in respect of the authorised capital and in respect of the purchase and disposal by the company of its own shares, and to abolish the disclosure threshold of 1% as set out in the Articles of Association; this decision means that the lowest disclosure threshold under the Articles of Association is henceforth 3%.
Total number of voting rights ('denominator')
In application of Article 15 of the Act of 2 May 2007 on the disclosure of major shareholdings in issuers whose shares are admitted to trading on a regulated market, KBC Ancora will publish on its website and via a press release on a monthly basis the total capital, the movements in the total number of voting shares and the total number of voting rights, in so far as these particulars have changed during the preceding month.
Situation as at Friday, 30 October 2020
Total capital : EUR 2,021,871,293
Total number of voting shares : 78,301,314
Number of shares with double voting rights : 40,355,777
Total number of voting rights (=denominator) : 118,657,091
The total number of voting rights (the 'denominator') serves as the basis for the disclosure of major shareholdings by shareholders.
In accordance with Article 7:53 of the Belgian Companies and Associations Code and Article 27 of the company’s Articles of Association, shares with double voting rights are registered shares which have been held in the name of the holder for at least two years without interruption. KBC Ancora uses the LIFO (‘last in, first out’) method to calculate the period of two consecutive years. This means that, in the event of transfer or dematerialisation of shares held by a registered shareholder, the most recently acquired shares will be the first shares to be deducted from that shareholder’s overall holding of registered KBC Ancora shares.
For each transfer of registered shares, it is important that the transferor and/or the transferee informs KBC Ancora in good time so that KBC Ancora can keep its register of registered shares and consequently the number of registered shares with double voting rights up to date.
Dematerialised shares do not enjoy double voting rights. A share that is converted into a dematerialised share or that is transferred loses the double voting right from the moment of dematerialisation or from the moment of entry of the transfer in the KBC Ancora share register. KBC Ancora has not issued any other categories of shares.
On the basis of this information, shareholders of KBC Ancora can verify whether they are above or below one of the thresholds of 3% (threshold set by the Articles of Association), 5%, 10%, and so on (in multiples of five) of the total voting rights, and whether there is therefore an obligation to notify the company that they have exceeded this threshold.
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KBC Ancorais a listed company which holds 18.6% of the shares in KBC Group and which together with Cera, MRBB and the Other Permanent Shareholders ensures the shareholder stability and further development of the KBC group. As core shareholders of KBC Group, they have to this end signed a shareholder agreement.
Financial calendar:
29 January 2021 Interim financial report (1H)
27 August 2021 Annual press release for the financial year 2020/2021
This press release is available in Dutch, French and English on the website www.kbcancora.be.
KBC Ancora Investor Relations & Press contact: Jan Bergmans
tel.: +32 (0)16 27 96 72
e-mail: jan.bergmans@kbcancora.be or mailbox@kbcancora.be
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