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27. 04. 2022

CTP N.V. 2022 Annual General Meeting Voting Results and Resolutions

AMSTERDAM, 27 April 2022 – CTP N.V. (‘CTP’ or the ‘Company’), Continental Europe’s largest owner, developer and manager of high quality industrial and logistics real estate by gross lettable area (GLA), today announces the voting results and summary of the resolutions taken at the annual general meeting of CTP N.V. (‘AGM’), held on 26 April 2022.

At the registration date for the AGM (15 March 2022) the total number of issued shares in CTP N.V. was 432,814,135 ordinary shares, of which 376,571,146 were represented at this AGM. Considering there are no shares held in treasury, a percentage of 87.01% of the total number of votes was represented at the AGM.

All resolutions proposed at the AGM have been adopted. The agenda items and the voting results are listed hereinafter.

Percentages have been rounded.

Agenda item 2(b): Remuneration report (advisory vote)

The General Meeting cast an advisory vote on the remuneration report 2021.

Overview votes
For 374,326,941 99.40%
Against 2,243,945 0.60%
Abstain 260
Total shares voted / votes cast (i.e. excluding abstentions) 376,570,886
87.01% of issued and outstanding share capital

 

Agenda item 2(d): Adoption of the 2021 annual accounts of the Company

The General Meeting adopted the annual accounts for the financial year 2021.

Overview votes
For 376,570,996 100.00%
Against 0 0.00%
Abstain 150
Total shares voted / votes cast (i.e. excluding abstentions) 376,570,996
87.01% of issued and outstanding share capital

 

Agenda item 2(e): Proposal to determine the final dividend over the financial year 2021

The General Meeting determined the final dividend over the financial year 2021 at EUR 0.18 per share, to be received in shares or in cash, whereby shares is the default option. Recognizing the 2021 interim dividend of EUR 0.17 that was paid on 22 September 2022 this leads to a full year dividend of EUR 0.35 per share.

Overview votes
For 376,570,996 100.00%
Against 0 0.00%
Abstain 150
Total shares voted / votes cast (i.e. excluding abstentions) 376,570,996
87.01% of issued and outstanding share capital

 

Agenda item 3(a): Discharge of the Company’s executive directors from liability for their duties in the financial year 2021

The General Meeting discharged the executive directors.

Overview votes
For 376,570,996 100.00%
Against 0 0.00%
Abstain 150
Total shares voted / votes cast (i.e. excluding abstentions) 376,570,996
87.01% of issued and outstanding share capital

 

Agenda item 3(b): Discharge of the Company’s non-executive directors from liability for their duties in the financial year 2021

The General Meeting discharged the non-executive directors.

Overview votes
For 374,833,609 99.54%
Against 1,737,387 0.46%
Abstain 150
Total shares voted / votes cast (i.e. excluding abstentions) 376,570,996
87.01% of issued and outstanding share capital

 

Agenda item 4(a): Authorisation of the Board to issue shares

The General Meeting authorised the Board for a period of 18 months, effective 26 April 2022, as the body which is authorised, with the approval of the majority of the non-executive directors, to issue shares or grant rights to acquire shares with observance of the applicable statutory provisions. This authorisation s limited to a maximum of 15% of the issued share capital of the Company as per 26 April 2022.

Overview votes
For 364,127,711 96.70%
Against 12,443,285 3.30%
Abstain 150
Total shares voted / votes cast (i.e. excluding abstentions) 376,570,996
87.01% of issued and outstanding share capital

 

Agenda item 4(b): Authorisation of the Board to restrict or exclude pre-emptive rights

The General Meeting authorised the Board for a period of 18 months, effective 26 April 2022, as the body which is authorised, with the approval of the majority of the non-executive directors, to restrict or exclude the pre-emption rights accruing to shareholders in relation to issuances under the authorisation referred to in agenda item 4(a).

Overview votes
For 347,271,270 92.22%
Against 29,299,526 7.78%
Abstain 150
Total shares voted / votes cast (i.e. excluding abstentions) 376,570,796
87.01% of issued and outstanding share capital

 

Agenda item 4(c): Authorisation of the Board to issue shares or grant rights to subscribe for shares pursuant to an interim scrip dividend

The General Meeting authorised the Board, with the approval of the majority of the non-executive directors and should the Board decide to provide shareholders with such interim dividend, to issue shares or grant rights to subscribe for shares up to the amount necessary for the payment of an interim scrip dividend regarding the financial year 2022.

Overview votes
For 376,531,641 99.99%
Against 39,355 0.01%
Abstain 150
Total shares voted / votes cast (i.e. excluding abstentions) 376,570,996
87.01% of issued and outstanding share capital

 

Agenda item 4(d): Authorisation of the Board to restrict or exclude pre-emptive rights in relation to an interim scrip dividend

The General Meeting authorised the Board, with the approval of the majority of the non-executive directors, as the body which is authorised to restrict or exclude pre-emptive rights accruing to shareholders in relation to issuances under the authorisation referred to in agenda item 4(c).

Overview votes
For 376,531,402 99.99%
Against 39,394 0.01%
Abstain 350
Total shares voted / votes cast (i.e. excluding abstentions) 376,570,796
87.01% of issued and outstanding share capital

 

Agenda item 4(e): Authorisation of the Board to acquire shares in the share capital of the Company

The General Meeting authorised the Board, with the approval of the majority of the non-executive directors, to acquire for a period of 18 months effective 26 April 2022, at the stock exchange or otherwise, for valuable consideration shares in the share capital of the Company, at a price between the nominal value of the shares and 110% of the opening price of the shares on Euronext Amsterdam N.V.’s stock exchange during five trading days prior to the date of the acquisition, provided that the Company will not at any time hold more than 10% of the issued share capital of the Company.

Overview votes
For 376,541,649 100.00%
Against 2,685 0.00%
Abstain 26,812
Total shares voted / votes cast (i.e. excluding abstentions) 376,544,334
87.00% of issued and outstanding share capital

 

Agenda item 5: Amendment of the Company’s articles of association

The General Meeting adopted the amendment of the articles of association to reflect the change of the corporate seat of the Company from Utrecht to Amsterdam.

Overview votes
For 376,570,796 100.00%
Against 0 0.00%
Abstain 350
Total shares voted / votes cast (i.e. excluding abstentions) 376,570,796
87.01% of issued and outstanding share capital

 

 

CONTACT DETAILS FOR  ENQUIRIES:

CTP

Sandra van Loon, Company Secretary Jan-Evert Post, Head of Funding & Investor Relations
T: +31 6 81 50 47 85 T: +31 615 038 729
E: sandra.vanloon@ctp.eu E: jan.evert.post@ctp.eu

 

 
CTP Group

CTP is Continental Europe’s largest owner, developer and manager of logistics and industrial real estate by gross lettable area, owning over 7.6 million sqm of space in ten countries per 31 December 2021. CTP is the only developer in the region with its entire portfolio BREEAM certified. In addition, CTP was certified carbon negative for its corporate operations over 2021, underlying its commitment to being a sustainable business. For more information visit our corporate website: www.ctp.eu

 

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