Boulogne-Billancourt, on 8 June 2023: The Combined Shareholders meeting of Exclusive Networks SA, chaired by Mrs Barbara Thoralfsson, Chairperson of the Board, was held on 8 June 2023, at 2:00 PM at the Company’s registered Office, Auditorium, 20, Quai du Point du Jour, 92100 Boulogne-Billancourt, France. The General Meeting was broadcasted live, both in French and in English. The General Meeting gathered a large quorum of 91.89%.
The shareholders approved all the resolutions that were submitted.
The Shareholders’ Meeting approved the 2022 financial and consolidated statements.
The Shareholders ratified the co-optation of Ms Nathalie Lomon as member of the Board of Directors. Ms Nathalie Lomon will take the seat of Mrs Nathalie Bühnemann left vacant after her appointment as Chief Financial Officer of the group Exclusive Networks. Ms Nathalie Lomon, French nationality is Deputy General Manager of the Group SEB.
The Shareholders approved the appointment of Mr. Paul Philippe Bernier as new Director for a term of four years, i.e., expiring at the end of the Shareholders’ Meeting to be called in 2027 to approve the financial statements for the year ending December 31, 2026. Mr. Paul-Philippe Bernier, French nationality is Deputy Director and member of the Management Committee of the Large Cap direct investment team of Bpifrance Investissement.
At the end of this Shareholders’ meeting, the Board of Directors of now has 8 members, 4 of its members are independent and 3 are women. This composition reflects the Board’s ambition to enrich the diversity of the members’ profile.
The Shareholders approved the 2023 compensation policy of the Company’s Corporate Officers (i.e. the Chief Executive Officer, the President of the Board and the Directors) as detailed in the Corporate Governance report of the Board of Directors, the information referred to in Article L.22-10-9 of the French commercial Code included in the Corporate Governance report of the Board of Directors, as well as the fixed, variable and exceptional elements of total compensation and benefits of any kind paid or awarded for the financial year of 2022 to the Chairperson of the Board of Directors and the Chief Executive Officer.
The Shareholders approved the renewal of the authorization granted to the Board with regards to share buybacks.
The shareholders also adopted new authorizations and delegations regarding the issue of shares and/or securities with and without preferential subscription rights of shareholders, or to issue shares as consideration for contribution in kind (except in the case of a public exchange offer). The delegation to increase the share capital reserved for employees who are members of a company or group savings plan or employees of the Company’s foreign subsidiaries were also renewed.
The shareholders approved the amendments to the Company’ articles of incorporation in order to allow the Board of Directors to take the decisions permitted by the law by written.
The results of voting on all resolutions submitted to Shareholders will be available on the Company’s website: www.corporate-elis.com, in the coming days. https://ir.exclusive-networks.com/event-directory/annual-general-meeting-2023/.
A replay of the AGM is available at the same address.
Exclusive Networks Contacts
Investors & Analysts
Hacene Boumendjel
Head of Investor Relations
[email protected]
Media
FTI Consulting
Emily Oliver / Tom Blundell
+33 (0)1 47 03 68 19
[email protected]
About Exclusive Networks
Exclusive Networks (EXN) is a global cybersecurity specialist that provides partners and end-customers with a wide range of services and product portfolios via proven routes to market. With offices in over 45 countries and the ability to serve customers in over 170 countries, we combine a local perspective with the scale and delivery of a single global organisation.
Our best-in-class vendor portfolio is carefully curated with all leading industry players. Our services range from managed security to specialist technical accreditation and training and capitalize on rapidly evolving technologies and changing business models. For more information visit www.exclusive-networks.com.
