CONVENING NOTICE
The shareholders of Ossiam Lux,
(hereinafter the “Company”) are kindly invited to participate at
the annual general meeting of the shareholders of the Company (the
“Annual General Meeting”) which, will take place at the office of
State Street Bank International GmbH Luxembourg Branch, in
Luxembourg, 49 avenue J.F. Kennedy, L-1855 on
May
17, 2024 at 2.00 p.m. (Luxembourg time)
for the purpose of considering and
voting upon the following agenda (the “Agenda”):
ORDINARY
AGENDA
-
To hear the management report by the
board of directors of the Company (the “Board of
Directors”) for the year ended December 31, 2023.
-
To hear the report by the approved
statutory auditor of the Company in respect of the
financial statements of the Company for the year ended December 31,
2023.
-
To approve the financial
statements (annual accounts: balance sheet, statement
of profit and loss and annexes) of the Company for the year ended
December 31, 2023.
-
To allocate the results
for the fiscal year ended December 31, 2023.
-
To give discharge to the members of
the Board of Directors (the “Directors”)
and the Company’s auditor
for the fiscal year ended December 31, 2023.
-
Approval of fees in respect of the
independent Directors’ services of up to 18 500 euros
net (before payment of withholding tax and without application of
VAT) per director per annum due for the financial year ending
December 31, 2024.
-
Statutory
elections:
-
Re-election of the following persons as Directors until the
next Annual General Meeting to be held in 2025:
- Mr.
Bruno Poulin,
- Mr.
Antoine Moreau,
- Mr.
Christophe Arnould, and
- Mr.
Philippe Chanzy.
-
Re-election of Deloitte Audit S.à.r.l. as independent
auditors of the Company until the next Annual General Meeting to be
held in 2025.
-
Any other
business which may be properly brought before the
meeting.
Shareholders are advised that no
quorum is required for the adoption of resolutions by the Annual
General Meeting and that resolutions will be passed by a majority
of the votes validly cast of the shareholders present or
represented at the Annual General Meeting. Votes cast shall not
include votes attaching to shares in respect of which the
shareholder has not taken part in the vote or has abstained or has
returned a black or invalid vote.
The majority at the Annual General
Meeting will be determined according to the shares issued and
outstanding at midnight (Luxembourg time) on the fifth day prior to
the Annual General Meeting (i.e. May 10,
2024) (the “Record Date”).
The rights of a shareholder to participate at the Annual General
Meeting and to exercise a voting right attaching to his/her/its
shares are determined in accordance with the shares held by this
shareholder at the Record Date.
If
you are holding shares in the Company through a financial
intermediary or clearing agent, please note that:
-
the proxy form / electronic voting
form must be returned by May 14, 2024
by the shareholder
to
the financial intermediary or clearing agent for onward transmission to the
Company;
-
if the financial intermediary or
clearing agent holds the shares in the Company in its own name and
on your behalf, it may not be possible for you to exercise certain
rights directly in relation to the Company.
If
you are NOT holding shares in the Company through a financial
intermediary or clearing agent, please note that:
-
the proxy / electronic voting form
must be returned by May 15, 2024
by the shareholder by sending an
e-mail to the following address:
Luxembourg-Domiciliary@statestreet.com and/or by fax to the attention of the
Domiciliary Department at number: + (352) 46.40.10.398 and
subsequently by mail to the registered address of the Company
Copies of the annual accounts, the
reports of the approved statutory auditor and the management
report are
available free of charge during normal office hours at the
registered office of the Company in Luxembourg (49 avenue John F.
Kennedy L-1855 Luxembourg). Upon request fax: (+352) 46.40.10.398) or by email to:
Luxembourg-Domiciliary@statestreet.com the aforementioned documents will
be sent to shareholders.
If you cannot be personally present
at the meeting, you may vote by completing and sending by post
either the postal voting form or the proxy at the following
address: State Street Bank International GmbH Luxembourg Branch, in
Luxembourg, 49 avenue J.F. Kennedy, L-1855 Luxembourg, to the
attention of the Domiciliary Department or send it by
email to:
Luxembourg-Domiciliary@statestreet.com
and/or by fax to (+352)
46.40.10.398 no later than two (2) business days before the
meeting. The documents can be requested free of charge at the
registered office of the company in Luxembourg.
Yours faithfully
THE BOARD OF DIRECTORS
