The objective of the Stichting Administratiekantoor TKH Group (TKH Trust Office Foundation) is to acquire and administer registered shares of TKH and to hold them for management in exchange for issuing exchangeable bearer depositary receipts forshares. The Foundation must exercise the rights attached to the shares in such a way that the interests of the companies, their businesses and all the stakeholders are safeguarded as effectively as possible. The administrator of the Foundation is Hollandsch Administratiekantoor B.V. in Amsterdam.
Vacancy Board Stichting Administratiekantoor TKH Group (TKH Trust Office Foundation)
The board of Stichting Administratiekantoor TKH Group (TKH Trust Office Foundation; “Foundation”) informs the holders of depositary receipts of shares of TKH Group NV ("TKH") about the vacancy on its board as at 30 June 2020. The vacancy on the board arises because Mr. H.L.J. (Harrie) Noy will retire as board member by June 30 2020 according to the rotation schedule of the Foundation. According the articles of association of the Foundation, Mr. Noy is eligible for reappointment for a subsequent term of two years. Mr. Noy has been a board member of the Foundation since 2012, of which since 2015 in the position of chairman. Mr. Noy has indicated that he is available for reappointment.
The board of the Foundation gives the holders of depositary receipts of shares the opportunity to provide names of potential candidates. The Foundation is looking for a candidate who meets the established profile of the Foundation and who is willing to unconditionally endorse the objective of the Foundation and to serve the purpose of the Foundation independently. The candidate must have administrative, financial and / or legal experience and knowledge, must have experience in (international) entrepreneurship on a scale that is comparable to TKH, experience in or with listed companies and must have a sense of social relationships. The full profile can be downloaded on the website of the Foundation.
In the absence of another suitable candidate, the board intends to appoint Mr. H.L.J. Noy to be reappointed as a board member, in the position of chairman, with effect from 1 July 2020 for a period of two years, among others in view of the desired continuity in the board. In the opinion of the other board members, Mr. Noy pre-eminently meets the requirements set for this position and the aforementioned profile. In the context of governance, Mr. Noy represents the interests of all stakeholders, and in particular those of the shareholders and holders of depositary receipts of shares, in an objective and professional manner. The other board members of the Foundation have also established that Mr. Noy has administrative and financial knowledge and expertise. As a former CEO of a large listed company, Mr. Noy has extensive experience with the organization of an internationally operating company such as TKH. Mr. Noy meets the requirements of independence, as determined in the articles of association of the Foundation. On the Foundation's website, you can consult the overview of Mr. Noy's positions.
Holders of depositary receipts of shares who wish to provide a candidate's name within the defined profile are invited to send a written and motivated message to the board of the Foundation by email (firstname.lastname@example.org), no later than 29 February 2020.
Haaksbergen, January 2020
Stichting Administratiekantoor TKH Group (TKH Trust Office Foundation)