SIPEF

Public Limited Company

Calesbergdreef 5, 2900 Schoten

ANTWERP REGISTER OF LEGAL ENTITIES 0404.491.285

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SIPEF announces that the ordinary shareholders' meeting ("the Meeting") will take place at the registered office of SIPEF at Calesbergdreef 5, 2900 Schoten on Wednesday June 9, 2021. The Meeting will start at 3 p.m. Belgian time to deliberate and vote on the agenda items listed below.

Based on the measures laid down by the governments and public administrations as part of the fight against the covid-19 pandemic, the company will not be capable to comply with the necessary safety regulations at its registered office to ensure the health of all stakeholders. SIPEF will therefore not be able to provide its shareholders with physical access to the Meeting of June 9, 2021.

However, shareholders will have the possibility to participate virtually, ask questions and vote electronically during the Meeting. They will also have the right to ask their questions and vote in advance and cast their votes by proxy using an electronic communication tool provided by the company via the Lumi platform https://www.lumiagm.com/agm/Sipefor to vote via a proxy form.

In addition, the Meeting will be streamed live to all shareholders who have complied with the admission formalities. More information can be found on our website www.sipef.com.

Agenda of the Ordinary Shareholders' Meeting

  1. Report of the board of directors for the financial year ended December 31, 2020
  2. Reports of the auditor for the financial year ended December 31, 2020
  3. Financial statements on December 31, 2020
    3.1. Presentation of the consolidated financial statements on December 31, 2020.
    3.2. Proposal to approve the annual accounts on December 31, 2020 including the payment of a gross dividend of 0,35 euro per share. As the treasury shares are not entitled to dividend, the total amount of the dividend payment depends on the number of treasury shares held by SIPEF on June 10, 2021 at 11:59 p.m. Belgian time (being the day before the ex-date). This date is relevant for determining the dividend entitlement of the shares and therefore for the cancellation of the dividend rights attached to the treasury shares.
    Authorisation of the board of directors to include the final amount of the dividend distribution (and other changes to the profit distribution resulting from it) in the

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annual accounts, if necessary.

  1. Discharge of the directors
    Proposal to grant discharge to the directors for the performance of their duties during the financial year ended December 31, 2020.
  2. Discharge of the auditor
    Proposal to grant discharge to the auditor for the performance of his duties during the financial year ended December 31, 2020.
  3. Statutory appointments 6.1. Resignation of a director

Acknowledgement of the resignation of Petra Meekers as director at the end of the shareholders' meeting of 9 June 2021.

  1. Renewal of a directors' mandate
    Proposal to re-electJacques Delen, whose current term of office expires at the end of the shareholders' meeting of June 9, 2021, for a term of one (1) year.
  2. Appointment of a new director
    Proposal to appoint Yu-LengKhor as new director for a period of four (4) years.
  3. Ascertainment of the independence of a director
    Proposal to establish the independence of Yu-LengKhor in accordance with article 3.5 of the Belgian Corporate Governance Code 2020, subject to her appointment as director referred to in point 6.3. Yu-LengKhor meets all criteria laid down in article 3.5 of the Belgian Corporate Governance Code 2020 and in the Corporate Governance Charter of SIPEF.
  4. Resignation of the statutory auditor
    Acknowledgement of the resignation of the statutory auditor "Deloitte Bedrijfsrevisoren CVBA", represented by Kathleen De Brabander, at the end of the shareholders' meeting of 9 June 2021 in accordance with the Belgian rules related to the mandatory rotation of the statutory auditor of a listed company.
  5. Appointment of a new statutory auditor

Proposal to appoint "EY Bedrijfsrevisoren BV", Borsbeeksebrug 26, 2600 Antwerpen, as the new statutory auditor of SIPEF, represented by Christoph Oris and Wim Van Gasse, for a period of three (3) years, starting at 1 January 2021 up to the shareholders' meeting of June 2024, voting on the

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annual accounts of 2023 and to set the annual fee at USD 93.000 exclusive VAT and indexable on an annual base.

  1. Remuneration report - remuneration policy
    7.1. Remuneration report
    Proposal to approve the remuneration report for the financial year ended December 31, 2020.
    7.2. Remuneration policy
    Proposal to approve the new remuneration policy applicable to the directors, the managing director and the other members of the executive committee for a maximum term of four (4) years (2021-2024, included).
  2. Miscellaneous

FORMALITIES FOR ADMISSION TO THE MEETING

The shareholders who wish to participate in the Meeting and exercise their voting rights therein are requested to comply with the provisions of Article 7:134 of the Code of Companies and Associations and of Article 30 of the Articles of Association, and more specifically:

. The holders of registered shares must:

a. be enrolled on Wednesday May 26, 2021 at 12 p.m. Belgian time(the "Registration Date") in the share register of the company for the number of shares for which they wish to attend and vote at the Meeting;

  1. no later than Thursday, June 3, 2021 at 6:00 p.m. Belgian time, confirm their participation to the company, indicating the number of shares with which they wish to participate in the Meeting,

. either via the link https://www.lumiagm.com/agm/Sipefon the AGM+ Lumi platform; or

. by a signed letter sent for the attention of Johan Nelis, CFO, by mail to the registered office (Calesbergdreef 5, 2900 Schoten) or by e-mail (av- sm@sipef.com).

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. The holders of dematerialized shares must:

  1. have been registered on Monday, May 26, 2021 at 24:00, Belgian time (the "Registration Date")in an account of a recognized account holder or settlement institution as a shareholder for the number of shares with which they wish to participate in the Meeting;
  2. communicate the number of shares for which they wish to participate in and vote at the Meeting no later than 6 p.m. Belgian time, on Thursday 3 June 2021.
    • Shareholders who so wish can report this on the AGM+ Lumi platform via the linkhttps://www.lumiagm.com/agm/Sipef. The certificate to be provided by the recognized account holder or settlement institution shall be automatically issued upon registration on the AGM+ Lumi platform.
    • The other shareholders must deliver the certificate to be provided by the recognized account holder or settlement institution containing the information abovementioned in a) and b), to the company by mail (Calesbergdreef 5, 2900 Schoten), for the attention of Johan Nelis, CFO, or by e-mail (av- sm@sipef.com).

Only the persons who are shareholders of the company and comply with the aforementioned formalities on the Registration Date are entitled to attend and exercise their voting right at these Meetings.

REMOTE PARTICIPATION BY MEANS OF AN ELECTRONIC

COMMUNICATION TOOL

Shareholders who wish to participate virtually in the Meeting in accordance with Article 7:137 of the Code of Companies and Associations and Article 31 of the Articles of Association must register on the AGM+ Lumi platform via the link https://www.lumiagm.com/agm/Sipef. These shareholders will also have the possibility to vote electronically during the Meeting. More information in this regard is available on the company's website (www.sipef.com).

Shareholders who wish to cast their votes prior to the Meeting in accordance with Article 7:147 of the Code of Companies and Associations and Article 37 of the Articles of Association may do so virtually in advance on the AGM+ Lumi platform. More practical information is available on the company's website (www.sipef.com).

Only shareholders who have complied with all the above-mentioned admission formalities will be able to participate in the Meeting via the AGM+ Lumi platform. These shareholders will then receive the procedure and login details to participate in the Meeting. More information on the procedure is available on the Lumi website (https://www.lumiglobal.com) and on the SIPEF website (www.sipef.com).

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In accordance with Article 7:137 of the Code of Companies and Associations, shareholders who virtually participate and vote at the Meeting via the AGM+Lumi platform will be deemed to be present. The AGM+ Lumi platform allows the company to verify the identity and capacity of shareholders.

It is important to note that shareholders should make sure that their device and the internet connection they use are adequate and stable to be able to virtually participate in the Meeting with all the functionalities offered. Therefore, SIPEF shall not be held responsible for any connection problems, technical complications, or malfunctions due to the shareholder's own Internet connection or device.

Voting by proxy form

In accordance with Article 7:142 of the Code of Companies and Associations and Article 32 of the Articles of Association, shareholders who are unable to attend or do not wish to attend the Meeting may arrange to be represented. Based on the measures laid down by the governments and public administrations as part of the fight against the covid-19 pandemic, they will only be able to grant power of attorney to the secretary of the Meeting as stated in the proxy form.

They can do so by granting a proxy electronically on the AGM+ Lumi platform no later than Thursday 3 June 2021 at 6 pm Belgian time. The identification of the shareholder-principal on the AGM+ Lumi platform serves as the electronic signature for the digital proxy.

The shareholders may also grant a proxy using the proxy form available on the website (www.sipef.com). This form can also be requested by telephone from Johan Nelis, CFO (+32 3 641 97 53). The paper proxy form must be signed by the principal and sent by mail to the registered office (Calesbergdreef 5, 2900 Schoten for the attention of Johan Nelis, CFO), by fax (+32 3 646 57 05) or by email (av- sm@sipef.com) no later than Thursday 3 June 2021 at 6 pm, Belgian time.

All the above-mentioned admission formalities shall apply mutatis mutandis to the owners of shares who allow themselves to be represented by proxy.

In accordance with Article 7:130 §3 of the Code of Companies and Associations, in the event of the addition of new items to the agenda and/or new motions, a new, supplemented proxy form will be made available to the shareholders no later than Tuesday 25 May 2021. This will allow the principal to give specific voting instructions to the proxy regarding these new agenda items and/or proposed resolutions,

RIGHT TO ADD NEW ITEMS TO THE AGENDA

In accordance with article 7:130 of the Code of Companies and Associations and article 33.8 of the Articles of Association, one or more shareholders holding together at least 3% of the company's share capital are entitled to add new items to be treated to the agenda of the Meeting and submit proposals for decision in relation to the to be treated items on or to be added to the agenda.

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Sipef NV published this content on 09 June 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 08 June 2021 00:06:01 UTC.