Eckert & Ziegler BEBIG: NOTICE OF THE ANNUAL GENERAL MEETING OF SHAREHOLDERS

(Thomson Reuters ONE) -


 Eckert & Ziegler BEBIG SA

Industrial Zone C, 7180 Seneffe

VAT 457.288.682 - (Charleroi) Register of Legal Entities 0457.288.682

www.bebig.com

(the "Company")



NOTICE OF THE
ANNUAL GENERAL MEETING OF SHAREHOLDERS
 The shareholders of the Company are invited to attend the annual general
meeting of shareholders scheduled to take place at the Company's registered
office on Thursday, 8 June 2017 at 11:30 am.

Agenda of the annual general meeting:

1. Acknowledgement and examination of the statutory and consolidated financial
statements for the financial year which closed on 31 December 2016.

2. Acknowledgement and examination of the statutory and consolidated reports of
the board of directors for the financial year which closed on 31 December
2016.

3. Acknowledgement and examination of the statutory and consolidated audit
reports prepared by the Company's auditor for the financial year which
closed on 31 December 2016.

4. Approval of the remuneration report for the financial year which closed on
31 December 2016.
Proposed resolution:
"The general meeting approves the Company's remuneration report for the
financial year which closed on 31 December 2016."

5. Approval of the financial statements of the Company for the financial year
which closed on 31 December 2016.
Proposed resolution:
"The general meeting approves the financial statements of the Company for the
financial year which closed on 31 December 2016."

6. Allocation of results
Proposed resolution:
"The general meeting resolves that the loss of EUR 4,195,984.76 be allocated as

a loss to be carried forward to the next financial year."

7. Discharge of the directors and the auditor.
Proposed resolution:
"The general meeting resolves, by individual vote, to grant discharge to each
director and to the auditor for the exercise of their official duties during the
financial year which closed on 31 December 2016."

8. Appointment of director
"In anticipation to the entry into effect of the regulation concerning the
representation of women at the board level, the general meeting resolves to
appoint Mrs. Paola ECKERT-PALVARINI, as director of the Company for a term of
four years, ending immediately after the annual general meeting to be held on
2021. Her office is remunerated."

9. Reappointment of auditor and remuneration
Proposed resolution:
"The general meeting resolves to renew, for a period of three years ending right
after the annual general meeting to be held on 2020, the position of BDO
Reviseurs d'Entreprises, represented by Mr. FANK Félix, as statutory auditor and
to set, in agreement with the auditor, its yearly remuneration to EUR
32,000.00."

10. Powers of attorney
Proposed resolution:
"The general meeting resolves to grant the authority to each director as well as
to any lawyer from the law firm of Laga, with offices at Boulevard de la Woluwe
2, 1150 Brussels, each acting individually and with the power to delegate his or
her authority, to fulfil all necessary or useful formalities with respect to the
aforementioned decisions of the Company, including the signing and filing of the
application to amend the Company's registration with the Crossroads Enterprise
Database, the filing of all documents with the competent clerk's office and the
execution of the necessary formalities to ensure publication of the Company's
resolutions in the Annexes to the Belgian State Gazette. For these purposes, the
representatives can, in the name of the Company, make all declarations, sign all
documents and, in general, do whatever is necessary."


RIGHTS OF THE SHAREHOLDERS



A. Right to submit proposals to add items to the agenda or resolutions

Shareholders holding alone or jointly more than 3% of the Company's capital have
the right to submit proposals for items to be added to the agenda and for
resolutions to be adopted by the general meeting. Shareholders that wish to do
so must meet the following requirements:

1.           They must prove that they hold the required percentage of shares,
as mentioned above, on the date of submission of the proposal (i.e. a
certificate attesting to recordation of the shares in the Company's
shareholders' register or a certificate prepared by an account holder or
settlement institution indicating deposit of the shares); and

2.           They must hold more than 3% of the Company's capital on the record
date (i.e. 25 May 2017 at 24:00).

The shareholders should submit their proposals, along with proof of title to the
requisite shareholding, to info(at)bebig.com or by post to the Company's registered
office. These documents must be received no later than 17 May 2017.

The Company will acknowledge receipt of the proposal within 48 hours. If the
Company receives additional items and/or proposed resolutions, an updated agenda
for the concerned general meeting will be published no later than 24 May 2017 on
the Company's website, in the Belgian State Gazette and in the press.

The ad hoc proxy form and the form used to vote by correspondence, along with
proposals for new agenda items and resolutions, will be posted on the Company's
website, at the same time as publication of the same, i.e. no later than 24 May
2017.

Proxies submitted to the Company prior to publication of the updated agenda
remain valid for items previously included on the agenda. As an exception to the
foregoing, for items already included on the agenda but for which a new proposed
resolution is filed in accordance with Article 533ter of the Company Code, the
proxy holder may derogate, at the general meeting, from any possible
instructions given by the principal if the execution of these instructions could
jeopardize the principal's interests. In this case, the proxy holder must inform
the principal accordingly. The proxy must indicate if the proxy holder is
authorized to vote on new items on the agenda or must abstain from voting.

The concerned general meeting will examine the new proposals for agenda items
and resolutions submitted by one or more shareholders if the latter meet the
admission requirements to participate in the meeting.



B. Right to ask questions

Each shareholder is entitled to submit questions in writing to the board of
directors or the auditor prior to the general meeting. Shareholders can submit
their questions by e-mail to info(at)bebig.com or by post to the Company's
registered office. The questions must be received by the Company no later than
2 June 2017. Questions will be answered during the concerned general meeting if
the shareholder in question has complied with all formalities to be allowed to
attend the concerned general meeting, as explained below.



ADMISSION FORMALITIES
Pursuant to Article 536 §2 of the Company Code, only shareholders who meet the
two following conditions will be authorized to participate in and vote at the
general meeting:

1.           The Company must be able to determine, based on the proof submitted
pursuant to the procedure described below, that the shareholder holds on 25 May
2017, at 24.00 (CET) (the "Record Date"), the number of shares which that
shareholder intends to vote at the general meeting; and

2.           The shareholder must expressly confirm no later than 2 June 2017
his or her intention to participate in the general meeting.



A. Registration

The registration procedure is as follows:

* Holders of registered shares or registered certificates: no particular
actions need be taken.
* Holders of dematerialized shares: the shares to be voted at the general
meeting must be deposited with an accredited account holder or settlement
institution.
Only shareholders of the Company on the Record Date will be authorized to
participate in and vote at the general meeting.



B. Confirmation of participation

In addition, shareholders who wish to participate in the general meeting must
notify their intention to attend no later than 2 June 2017 as follows:

* Holders of registered shares or registered certificates: the board of
directors must be informed in writing no later than 2 June 2017; the notice
can be sent by e-mail to info(at)bebig.com or by post to the Company's
registered office;
* Holders of dematerialized shares: (i) must inform the board of directors in
writing no later than 2 June 2017 of their intention to attend (the notice
can be sent by e-mail to info(at)bebig.com or by post to the Company's
registered office) and (ii) must submit to the Company's registered office
by 2 June 2017 a certificate issued by the authorised account holder or
settlement institution indicating the number of shares the shareholder
wishes to vote at the general meeting and the number of dematerialized
shares recorded in his or her name as of 25 May 2017, at 24.00 (CET).


PROXIES
Pursuant to Article 27 of the Company's articles of association, every
shareholder can be represented at the general meeting by a third party, who need
not be a shareholder. Unless the Company Code provides otherwise, a shareholder
may only appoint one proxy for any given general meeting of shareholders.

The proxy holder must be appointed using the form prepared by the Company to
this end. The original proxy should be received by the Company no later than 2
June 2017. It can be sent by post to the Company's registered office or by e-
mail to info(at)bebig.com. In the latter case, the form must have an electronic
signature that meets the applicable Belgian statutory requirements. The proxy
form is available for download on the Company's website or can be requested at
info(at)bebig.com. Shareholders and proxy holders are requested to follow the
instructions on the proxy form in order to ensure valid representation at the
general meeting.

All proxy appointments must comply with the requirements of Belgian law,
including the provisions on conflicts of interest and record keeping.
Shareholders who wish to be represented by a proxy must also fulfil the
formalities to attend and vote at the meeting, as set forth above.



VOTING BY CORRESPONDENCE
Pursuant to Article 32 of the Company's articles of association, each
shareholder is entitled to vote by correspondence prior to the meeting, using
the form prepared for this purpose by the board of directors. This form is
available for download on the Company's website and should be received by the
Company no later than 2 June 2017. It can be submitted by e-mail to
info(at)bebig.com or sent by post to the Company's registered office. Shareholders
who wish to vote by correspondence must also fulfil the formalities to attend
and vote at the meeting, as set forth above.



AVAILABLE DOCUMENTS

Pursuant to Article 533bis §2 of the Company Code, as from the publication date
of the notice (i.e. 9 May 2017) until the end of the general meeting, all
documents that must be made available by law to the shareholders will be posted
on the Company's website, www.bebig.com. For the duration of this same period,
these documents will be made available to shareholders at the Company's
registered office.

Every shareholder is entitled to receive, further to submission of proof of
title in accordance with Article 535 of the Company Code, a copy free of charge
of (i) the 2016 statutory and consolidated financial statements, (ii) the 2016
statutory and consolidated annual reports, (iii) the 2016 statutory and
consolidated auditor's reports, (iv) the agendas for the meeting and the
proposed resolutions or, if no resolutions need be passed, the comments of the
board of directors on the items on the agendas, and (v) the proxy form.

Together with the present notice, registered shareholders as well as the
Company's directors and auditors shall be provided with the draft annual
financial statements and the reports mentioned on the agendas, along with a
description of the Company's capital on the date of the notice and the standard
proxy form and form to vote by correspondence.

THE BOARD OF DIRECTORS


Eckert & Ziegler BEBIG Financial Statements Stand Alone:
http://hugin.info/134090/R/2102974/797590.pdf

Eckert & Ziegler BEBIG Financial Statements Consolidated:
http://hugin.info/134090/R/2102974/797589.pdf



This announcement is distributed by Nasdaq Corporate Solutions on behalf of Nasdaq Corporate Solutions clients.
The issuer of this announcement warrants that they are solely responsible for the content, accuracy and originality of the information contained therein.

Source: Eckert & Ziegler BEBIG via GlobeNewswire

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Bereitgestellt von Benutzer: hugin
Datum: 09.05.2017 - 13:37 Uhr
Sprache: Deutsch
News-ID 541254
Anzahl Zeichen: 14556

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Town:

Seneffe

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