AGM
virtual Annual General Meeting of shareholders.
The virtual annual General Meeting (AGM) of shareholders took place on Thursday, 18 June 2020, 3.00pm CET. The minutes with enclosures are available in both Dutch and English (see below).
For any comments or questions, you can contact the company secretary, Jelle Miedema at jelle.miedema@ randstad.com or by telephone at + 31 (0)20 569 5600.
As per 7 May 2020, the notice date for the AGM, the number of outstanding shares with corresponding votes at the AGM is as follows:
outstanding shares
annual general meeting
- AVA notulen 18 juni 2020
- AGM minutes 18 June 2020
- Annex 5 AGM presentation
- Voting results 2020
- Vragen van VBDO
- Vragen van Sticthing Rechtsbescherming Beleggers
- Vragen van Vereniging Effectenbezitters
- Vragen van Stichting Spoorwegpensioenfonds/SPOV
- Randstad policy virtual AGM
- Agenda AVA juni 2020 Dutch
- Agenda AGM June 2020 English
- Oproep AVA 2020 Dutch
- Notice AGM 2020 English
- Remuneration report proposal 2019 English
- Remuneration policy proposal English
- Proposal to amend the articles of association English
- Explanatory notes to proposed amendment Articles of Association English
- Voorstel statutenwijziging Dutch
- Toelichting voorstel statutenwijziging Dutch
- AGM minutes 26 March 2019
- AVA notulen 26 maart 2019
- Voting results 2019
- Agenda AGM 2019 English
- Agenda AVA 2019 Dutch
- Notice AGM 2019 English
- Oproep AVA 2019 Dutch
Important matters that require the approval of the (Annual) General Meeting of Shareholders are:
- adoption of the annual accounts
- adoption of profit appropriation additions to reserves
- dividends
- remuneration policy
- discharge from liability of the executive board for the management
- discharge from liability of the supervisory board for the supervision of the management
- appointment of the external auditor
- appointment, suspension and dismissal of the members of the executive board and the supervisory board. Their appointment is based on non-binding recommendations from the supervisory board
- remuneration of the supervisory board
- authorization to purchase, issue or sell shares in the Group’s capital
- adoption of amendments to the Articles of Association
Further details about the proposals which the executive board or the supervisory board can submit to the meeting and the procedure according to which shareholders themselves can submit matters for consideration by the meeting, are specified in the company’s Articles of Association. If such matter would result in a change of the company’s strategy, the executive board shall be given the opportunity to stipulate a reasonable period in which to deliberate, consult and respond.
previous meetings
- Remuneration report 2018
- AGM minutes 27 March 2018
- AvA notulen 27 maart 2018
- Voting results 2018
- Notice AGM 2018 English
- Oproep AVA 2018 Dutch
- Agenda AGM 2018 English
- Agenda AVA 2018 Dutch
- Amendments articles of association
- AGM 2018 English
- Statutenwijzigingen AVA 2018 Dutch
- AGM 2018 Explanatory notes to the proposed amendment of the articles of associa…
- AVA 2018 Toelichting Statutenwijziging
- Minutes AGM 30 March 2017
- AvA notulen 30 maart 2017
- Voting results 30/3/2017
- Agenda AGM 2017 English
- Agenda AVA 2017 Dutch
- Agenda AGM additional explanatory note to agenda item 5a.
- AVA 2017 aanvullende toelichting agendapunt 5a
- Notice AGM 2017 English
- Oproep AVA 2017 Dutch
- Voting Instruction form AGM 2017
- Steminstructieformulier AVA 2017
- AGM minutes 31 March 2016 English
- AGM voting results 2016
- AGM voting results 2015
- Remuneration report extended version 2016
- AGM minutes 31 March 2016
- AvA notulen 2 april 2015
- AGM minutes 2 April 2015
- AvA notulen 3 april 2014
- AGM minutes 3 April 2014
- Voting results AGM 2014
- AvA notulen 28 maart 2013
- AGM minutes 28 March 2013
- EGM minutes 16 January 2013
- AvA notulen 29 maart 2012
- AGM minutes 29 March 2012
- AvA notulen 31 maart 2011
- AGM minutes 31 March 2011
- AvA notulen 25 maart 2010
- AGM minutes 25 March 2010
agreements with shareholders
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agreements with shareholders
voting rights
The issued share capital of Randstad N.V. currently consists of approximately 183.3 million ordinary shares, 25.2 million Type-B and 50.2 million Type-C preferred financing shares. The ordinary shares have equal voting rights (‘1 share, 1 vote’). As at May 7, 2018, the holders of approximately 95.8% of ordinary shares have been able to make unrestricted use of their voting rights at the Annual General Meeting of Shareholders. The other 4.2% of ordinary shares has been converted into depository receipts. A foundation, Stichting Administratiekantoor Randstad Optiefonds, holds those shares to which the attached voting rights are vested. The depository receipts issued by Stichting Administratiekantoor Randstad Optiefonds are fully exchangeable into ordinary shares, and are held by Stichting Randstad Optiefonds. Frits Goldschmeding, the company’s founder, is the sole board member of Stichting Administratiekantoor Randstad Optiefonds.
The foundation of Stichting Administratiekantoor Preferente Aandelen Randstad Holding holds Type-B and Type-C preferred financing shares. The voting rights attached to these shares which can be exercised at an Annual General Meeting of shareholders are aligned with the historical capital contribution and are vested in this foundation. The Type-C shares are split into two type of shares: C1 and C2. The board members of the foundation are fully independent of both the company's management and other shareholders. The board comprises of Bas Kortmann, Sjoerd van Keulen and Stepan Breedveld. The foundation’s Articles of Association were compiled in accordance with Annex X, Euronext Amsterdam Rule Book, Book II. Following an amendment to the Articles of Association in 2008, the preferred shares are classified as equity. For an overview of the voting rights relating to ordinary shares and the Type-B and Type-C preferred financing shares, please see the table below (as per February 11, 2020).
types of share
Randstad N.V. may issue Type-A preferred shares to a legal entity charged with safeguarding the company’s interests and preventing influences that may threaten its continuity, independence or identity. To date no such shares have been issued. Resolutions for such issue would require the cooperation of the Annual General Meeting of Shareholders.