Notice of Ordinary General Meeting

B&M European Value Retail S.A.

14 August 2023

 

 

14 August 2023

B&M European Value Retail S.A.

68-70, Boulevard de la Pétrusse

L-2320 Luxembourg

(the "Company")

 Notice of Ordinary General Meeting

B&M European Value Retail S.A. (the "Company"), the UK's leading general merchandise value retailer, announces that it has posted to shareholders today Notice of an Ordinary General Meeting of the Company.

The Ordinary General Meeting will be held on Friday 22 September 2023 at Sofitel Luxembourg Europe, 4, rue du Fort Niedergrünewald, L-2226 Luxembourg, commencing at 08:00 am (CET).

The purpose of the Ordinary General Meeting is to propose the appointment of Hounaïda Lasry as Director of the Company.

The Notice of the Ordinary General Meeting, is available on the Company's website at www.bandmretail.com/investors/ogm.aspx

A summary form of the Notice of the Ordinary General Meeting is set out in Appendix 1 to this announcement.

Enquiries

B&M European Value Retail S.A.

For further information please contact [phone]

Alejandro Russo, Chief Executive Officer

Dave McCarthy, Head of Investor Relations

[e-mail]

APPENDIX 1

B&M European Value Retail S.A.

Société Anonyme

Registered office: 68-70, Boulevard de la Pétrusse, L-2320 Luxembourg

Grand-Duchy of Luxembourg

R.C.S. Luxembourg: B 187275

Notice of the Ordinary General Meeting of B&M European Value Retail S.A. to be held at 8:00 am (CET) on Friday 22 September 2023 at the SOFITEL LUXEMBOURG EUROPE, 4, rue du Fort Niedergrünewald, L-2226 Luxembourg, Grand-Duchy of Luxembourg.

AGENDA

1.     To appoint Hounaïda Lasry as a Director of the Company with immediate effect until the Annual General Meeting resolving on the financial statements for the financial year ended 31 March 2024.

Explanation of Business to be considered at the Ordinary Generla Meeting.

Resolution: Appointment of a Non-Executive Director

Presently and following the retirement of Carolyn Bradley, the Board of Directors of B&M European Value Retail S.A. (the "Board") has seven members, comprising the Non-Executive Chairman, two Executive Directors and four Independent Non-Executive Directors.

Following a search undertaken by Audeliss on behalf of the Nomination Committee of the Company and a series of interviews, the Nomination Committee has recommended to the Board that Hounaïda Lasry be appointed as a Non-Executive Director of the Company. The Board approved that recommendation and unanimously resolved to propose to the shareholders the appointment of Hounaïda Lasry with immediate effect.

Hounaïda is currently a Non-Executive Director at Britvic plc.

Hounaïda had almost 30 years' experience at Procter & Gamble across various sectors (Skin & Personal Care, Pet Food, Sanitary Pads, Diapers and Detergents) and geographies (Europe, Middle East, Africa and Asia). In her final role, she had responsibility for a portfolio of 5 brands across Europe, backed by strong operational experience in leading business turnarounds and organization transformation. From 2016 to 2021, Hounaïda was a Non-Executive Director on the Advisory Board of the Geneva School of Economics and Management.

Notes

Quorum and voting

The quorum for the Meeting is at least one shareholder present in person or represented by proxy. Each holder of ordinary shares has one vote in respect of each ordinary share held, save when voting rights are suspended. The resolution will be passed if approved by a simple majority of the votes cast, regardless of the proportion of the issued share capital represented by shareholders at the Meeting.

Total voting rights

As at 11 August 2023 (being the last business day prior to the publication of this notice) the Company's issued ordinary share capital consists of 1,001,853,735 (one billion one million eight hundred and fifty-three thousand seven hundred and thirty-five) ordinary shares, carrying one vote each. The Company holds no treasury shares, but voting rights attached to 13,842 (thirteen thousand eight hundred and forty-two) shares in aggregate are being suspended and the total number of voting rights in the Company as at 11 August 2023 is therefore of 1,001,839,893  (one billion one million eight hundred and thirty-nine thousand eight hundred and ninety-three).

Poll

All items in the Notice of the Meeting will be decided by a poll of shareholders.

 

END