Liege, Belgium, 11 October 2023 – 7:00 CEST – Mithra (Euronext Brussels: MITRA) (the “Company”), a company dedicated to Women’s Health, today announces that it has received a request, in accordance with article 7:130 of the Belgian Companies and Associations Code, from a group of shareholders holding together more than 3% of the Company’s outstanding shares to add additional items and resolutions to the agenda of its special general shareholders’ meeting (“SGM”) that will be held on Monday, October 30, 2023, at 2:00 PM (CEST). The SGM will be followed by a separate extraordinary general shareholders’ meeting (the “EGM”).
The request was submitted by a group of eight shareholders, consisting of François Fornieri (2,871,406 shares), Stijn Van Rompay (1 share), Scorpiaux BV (1,341,407 shares), Bart Versluys (3,650 shares), Versluys Bouwgroup NV (32,000 shares), John Foidart (5 shares), and Bernard Jolly and Françoise de Vaucleroy (1,000 shares).
The aforementioned shareholders request the Company to include to the agenda of the SGM: (a) the proposal to dismiss with immediate effect the four independent non-executive directors of the Company, being Dr. Christian Homsy (acting through Life Science Strategy Consulting SRL), Chair of the Board; Ms. Inge Beernaert (currently acting through Inge Beernaert BV), Chair of the Compensation and Nomination Committee; Mr. Jacques Galloy (acting through Gaudeto SRL), Chair of the Audit Committee; and Mr. Sidney Bens (acting through Ribono SRL), and (b) the proposal to appoint Jacques Platieau (acting through Castors Development SA), a former independent director of the Company, as independent director of the Company for a term until the annual general shareholders’ meeting to be held in 2025.
The Company has a process in place in order to assess the qualifications and independence of potential new board members, and this will be applied to the proposed candidate. The board will seek to provide to the SGM a recommendation from its Nomination and Remuneration Committee regarding the proposed candidate director. The board will inform the Company’s investors of the recommendation of its Nomination and Remuneration Committee, as well as its position regarding the proposed agenda items prior to the SGM.
The amended agenda of the SGM will be made available on the website investors.mithra.com on or about 13 October 2023. At that time, also amended forms to vote and participate to the SGM will be made available on the Company’s website. The agenda of the EGM will not be amended.