Annual Report 2011 - Analist.be

Resolutions proposed to shareholdersAgenda of the Ordinary General Meeting on 24 April 20121. 1. Management report of the Board of Directors and reportsof the Statutory Auditor on the financial year 20112. Financial statements for the year ended 31 december 20112.1. Presentation of the consolidated financial statements forthe year ended 31 December 2011.2.2. Approval of annual accounts for the year ended31 December 2011.3. Discharge of the DirectorsProposal for the discharge to be granted to theDirectors for duties performed during the year ended31 December 2011.4. Discharge of the Statutory AuditorProposal for the discharge to be granted to the StatutoryAuditor for duties performed during the year ended31 December 2011.6. Remuneration reportProposal to approve the Board of Directors’ remunerationreport for the year 2011.7. Setting of fees for non-executive DirectorsProposal to set fees for non-executive Directors for theperformance of their duties in the Board of Directors andin Committees set up from amongst its members, at amaximum total of EUR 1,400,000 per year, to be allocatedon a decision of the Board of Directors.8. Stock option planIn accordance with the decisions on the establishmentof a stock option plan by the General Meeting of24 April 2007, proposal to set up at EUR 13,500,000the maximum value of shares in relation to the optionsto be granted in 2012.9. Miscellaneous5. Resignations and appointments5.1. Take note of the resignation of Gérald Frère andThierry de Rudder as Managing Directors at the endof 2011 (without prejudice of their capacity as Directors)5.2. Renewal of Directors’ terms of officeProposal to re-elect for a four-year term, in their capacityas Directors, Georges Chodron de Courcel, Ian Gallienneand Thierry de Rudder, whose current term of officeexpires at the end of this General Meeting.Annual Report 2011 157