02 August 2018
B&M European Value Retail S.A.
Notice of Ordinary General Meeting
B&M European Value Retail S.A. (the "Company"), the UK's leading general merchandise value retailer, announces that it has posted to shareholders today Notice of an Ordinary General Meeting of the Company.
The Ordinary General Meeting will be held at on Tuesday 18 September 2018 at Le Royal Hotel, 12, Boulevard Royal, L-2449 Luxembourg, commencing at 10:00 am (CET).
The purpose of the Ordinary General Meeting is to propose that Tiffany Hall be appointed as a Non-Executive Director of the Company.
The Notice of the Ordinary General Meeting, is available on the Company's website at www.bandmretail.com/investors/ogm.aspx
A summary form of the Notice of the Ordinary General Meeting is set out in Appendix 1 to this announcement.
Enquiries
B&M European Value Retail S.A.
For further information please contact +44 (0) 151 728 5400
Simon Arora, Chief Executive
Paul McDonald, Chief Financial Officer
[email protected]
Media
For media please contact +44 (0) 207 379 5151
Maitland
Daniel Yea
[email protected]
APPENDIX 1
B&M European Value Retail S.A.
Société Anonyme
Registered office: 9, Allée Scheffer, L-2520 Luxembourg
Grand-Duchy of Luxembourg
R.C.S. Luxembourg: B 187275
Notice of the Ordinary General Meeting of B&M European Value Retail S.A. to be held at 10:00 am (CET) on Tuesday 18 September 2018 at Le Royal Hotel, 12, Boulevard Royal, L-2449 Luxembourg.
AGENDA
1. To appoint Tiffany Hall as a Director of the Company with immediate effect until the Annual General Meeting resolving on the financial statements for the financial year ended 31 March 2019.
Explanation of Business to be considered at the Extraordinary General Meeting
Resolution: Appointment of Non-Executive Director
The Board of Directors (the "Board") of B&M European Value Retail S.A. ("B&M" or the "Company") presently has seven members, comprising the Non-Executive Chairman, two Executive Directors and four Independent Non-Executive Directors. As the business in the Company's group continues to grow at a significant rate and also as part of succession planning generally looking to the future, the Board considers that there is a requirement for further non-executive director appointments to be made in the meantime.
Following a search undertaken by Russell Reynolds Associates on behalf of the Nomination Committee of the Company and a series of interviews, the Nomination Committee has recommended that Tiffany Hall be appointed as a Non-Executive Director to the Board of B&M. The Board has unanimously resolved to propose that Tiffany be appointed with immediate effect to the Board by the ordinary general meeting of shareholders of the Company.
Tiffany Hall has a strong background in marketing, sales and customer services. She previously served as Managing Director of BUPA Home Healthcare, Marketing Director at BUPA, Head of Marketing at British Airways and also Chair of Airmiles and BA Holidays. Prior to that she held other positions at British Airways including Head of Global Sales and Distribution and Head of UK Sales and Marketing. She has also previously been a Non-Executive Director of Think London.
Tiffany is currently the Senior Independent Director and Chair of the Remuneration Committee of Howden Joinery Group Plc ("Howden"). She originally joined the Board of Howden as a Non-Executive Director in May 2010.
Notes
Quorum and voting
In accordance with Article 24.6 of the Articles of Association of the Company, all decisions taken at the Meeting will be passed by a simple majority of the votes cast on the resolution, regardless of the proportion of issued ordinary share capital represented by shareholders at the Meeting. Each holder of ordinary shares has one vote in respect of each ordinary share held. As a result, the quorum for the Meeting is at least one shareholder present in person or by proxy.
Total voting rights
As at 1 August 2018 (being the last business day prior to the publication of this notice) the Company's issued ordinary share capital consists of 1,000,561,222 (one billion five hundred and sixty-one thousand two hundred and twenty two) ordinary shares, carrying one vote each. The Company holds no treasury shares, therefore the total voting rights in the Company as at 1 August 2018 is 1,000,561,222 (one billion five hundred and sixty-one thousand two hundred and twenty two).
Poll
All items in the Notice of the Ordinary General Meeting will be decided by a poll of shareholders.
