Corio, ecco le delibere dell’ Assemblea

Corio announces resolutions of AGM of 18 April 2013
 On 18 April 2013 the Annual General Meeting of Shareholders (‘AGM’) of Corio was
held, at which the following resolutions were passed:
Agenda item 3 The Financial Statements for the 2012 financial year were adopted.
Agenda item 4 The dividend for the 2012 financial year was declared at € 2.76 and an optional dividend was made possible.
Agenda item 5 The Management Board was discharged.
Agenda item 6 The Supervisory Board was discharged.
Agenda item 7 Mr. Doijer and Mr. Beijer were re-appointed as members of the Supervisory Board
Agenda item 8 PricewaterhouseCoopers was reappointed as Corio’s accountant.
Agenda item 10 The articles of association were amended.
Jaap Blokhuis temporary resigned from Supervisory Board
As announced earlier, Corio intended to announce the proposed appointment of a COO/CIO and member of the Management Board of Corio NV in the AGM agenda and circular (published on 7 March 2013). Unfortunately, due to unforeseen personal medical circumstances, the candidate had to withdraw at the last moment. The company regrets this situation, but has full understanding and respect for the decision taken.
To handle this unexpected situation, Corio took immediate action. Jaap Blokhuis (1958), at that time member of Corio’s Supervisory Board, resigned from the Supervisory Board to accept a temporary position until a candidate for COO/CIO can be proposed to the shareholders for appointment. As of 1 April 2013 he is in charge of the disposal  programme of the Traditional Retail Centre portfolio of € 1.4 billion, to be sold over the next 3 – 4 year, that was announced during the Capital Markets Day in December 2012. Mr. Blokhuis is not be a member of the Management Board. He reports to Mr. Gerard Groener (CEO). As soon as a COO/CIO has been appointed by the shareholders, it will be proposed to reappoint Mr. Blokhuis as a member of the Supervisory Board in the same General Shareholders Meeting.
Dividend (agenda point 4)
The dividend was declared at € 2.76 per share. Each shareholder may choose to receive the dividend entirely either in cash, minus 15% dividend tax; or to receive the dividend entirely in shares at the expense of the share premium reserve; or to receive the dividend as a combination of these two options, within the constraints imposed by the company’s FBI The exchange ratio will be determined based on a weighted average share price in the period from 20 May 2013 to 29 May 2013 (inclusive). The exchange ratio will be announced by means of a press release on 29 May 2013.
Amended dividend policy
Corio presented a new dividend policy to the AGM. This policy is more sustainable and linked to the operational performance of Corio.
Amended dividend policy
Corio distributes its dividends at least once per year. The objective of Corio’s dividend policy is at least to comply with the FBI requirements and distribute 80% – 90% of its total direct result in dividend. Corio may propose to the General Meeting of Shareholders to pay this dividend, within the FBI requirements, in cash or in shares or a combination thereof.
Amendments to articles of association
In light of Corio’s best in class ambitions in all areas, Corio reviewed its corporate governance structure. As a result, Corio proposed a number of changes to the AGM all of which have been approved. The first and most significant amendment concerned the proposed abolition of the large company regime. From now on the General Meeting will be authorized to resolve upon an appointment or dismissal of a member of the Management Board and/or Supervisory Board as proposed by the Supervisory Board, with an absolute majority of the votes cast. An appointment or dismissal of a member of the Management Board  and/or Supervisory Board which is not proposed by the Supervisory Board can be resolved upon by the General Meeting by a qualified majority of 2/3 of the votes representing more than 50% of the issued share capital.
The second amendment is that investments and divestments of more than 20% (currently 33⅓%) of the total balance sheet will now be put before the General Meeting for approval.
The authorization of Corio to issue or buy its own shares remains unlimited. However, Corio has adopted a policy to limit, in line with market practice, its authorization to 10% of the issued shares for a period of 18 months in case of general share issuance and buybacks and an additional 10% of the issued shares in case of share issuance for M&A purposes. Future changes in such policy by the Corio Management Board, shall require the approval of the General Meeting.
Source : Company