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Tid*
2024-09-05 - Kvartalsrapport 2024-Q2
2024-06-20 - X-dag ordinarie utdelning KING 0.00 NOK
2024-06-19 - Årsstämma
2024-04-11 - Bokslutskommuniké 2023
2023-09-07 - Kvartalsrapport 2023-Q2
2023-07-24 - Extra Bolagsstämma 2023
2023-06-20 - Årsstämma
2023-06-02 - X-dag ordinarie utdelning KING 0.00 NOK
2023-01-19 - Bokslutskommuniké 2022
2022-11-16 - Extra Bolagsstämma 2022
2022-09-02 - Kvartalsrapport 2022-Q2
2022-06-10 - X-dag ordinarie utdelning KING 0.00 NOK
2022-06-09 - Årsstämma
2022-04-21 - Bokslutskommuniké 2021
2021-11-04 - Extra Bolagsstämma 2021
2021-06-11 - X-dag ordinarie utdelning KING 0.00 NOK
2021-06-10 - Årsstämma

Beskrivning

LandNederländerna
ListaEuronext Growth Oslo
SektorHandel & varor
IndustriDagligvaror
The Kingfish Company är ett nederländskt bolag som bedriver fiskodling. Bolaget är en uppfödare av diverse fiskarter. Verksamheten bedrivs via flertalet produktionsanläggningar som bolaget förfogar över. Kunderna återfinns inom grossisthandeln, samt sker försäljning via flertalet licensierade återförsäljare. Störst verksamhet återfinns inom den europeiska marknaden.
2023-06-02 08:00:00
Dear Shareholder,
On behalf of the supervisory board (the "Board") we herewith invite you to the
annual general meeting of The Kingfish Company N.V., a limited liability company
(naamloze vennootschap), having its statutory seat (zetel) and offices at
Oost-Zeedijk 13, 4485 PM Kats, the Netherlands, registered with the trade
register of the Dutch Chamber of Commerce under number 64625060 (the "Company").
The annual general meeting of the Company is to be held at the offices of the
Company at Oost-Zeedijk 13, 4485 PM Kats, the Netherlands, on 20 June 2023 at
14.00 hours (CET) ("AGM").
GENERAL INFORMATION
Meeting documents
The agenda with explanatory notes thereto, the AGM documents as well as the
annual report 2022 (including the annual accounts) and the remuneration policy
2023 are available on the Company's website (www.the-kingfish-company.com) as
from today. These documents are also available, free of charge, for inspection
at the offices of the Company at Oost-Zeedijk 13, 4485 PM Kats, the Netherlands.
Record date
For purpose of the AGM, those persons who are registered with the Norwegian
Central Securities Depository ("VPS") as shareholder in the Company per 23 May
2023 (after processing of settlements on that date in the VPS) ("Record Date")
are entitled to attend, speak and if applicable vote at the AGM, regardless of
whether the shares in the Company are still held by them at the date of the AGM.
Attendance AGM
All shareholder, persons with meeting rights or their proxies who wish to attend
and speak at the AGM are required to register their intention to attend the AGM
by sending a notification to m.palstra@kingfish-zeeland.com, no later than 15
June 2023, 12.00 hours (CET). All persons wishing to attend the AGM, should be
able to identify themselves at the AGM by means of valid passport, identity card
or driver's license. The Company may ask the relevant person for additional
details.
Registration and identification at the venue
Registration for admission to the AGM will take place at the registration desk
at the meeting venue between 13.30 CET and the commencement of the AGM on 20
June 2023. It is not possible to register after this time. Attendees will be
asked to produce proof of identity (together with, if applicable, a written
proxy and, in case of a legal persons/entity, evidence of the authority of the
person) and may be declined access in case such proof is not produced. The
Company may ask the relevant person for additional details.
Live voting and voting in advance
Registered shareholders or their proxies will be allowed to cast their vote
during the meeting.
Further, shareholders or other persons with voting rights who wish to cast their
votes in advance may send their votes to DNB Bank ASA by sending such votes to
vote@dnb.no, no later than 15 June 2023, 12.00 hours (CET).
Proxy voting procedure
Shareholders or other persons with voting rights that will not be attending the
AGM (either in person or by proxy), but nonetheless wish to participate in the
decision-making process, may grant a proxy to Marieke Palstra, the Company's
Investor Relation Manager. By providing the proxy voting instruction, such
person grants a proxy to vote on the shares at the AGM in accordance with the
instructions. To that effect, the shareholder or other person with voting rights
must submit a duly completed and signed proxy voting instruction form to DNB
Bank ASA, by sending the proxy voting instruction form to vote@dnb.no, by no
later than 15 June 2023, 12.00 hours (CET). The proxy voting instruction form is
published with this convening notice at the Company's website
(www.the-kingfish-company.com) and through the Company's stock exchange notice
calling the AGM as published on www.newsweb.oslobors.no. This proxy can also be
obtained from DNB Bank ASA by sending a request to that end to vote@dnb.no and
can also be obtained from the Company by sending a request to that end to
m.palstra@kingfish-zeeland.com.
Questions
Shareholders or other persons with meeting rights may submit questions relating
to the AGM agenda items prior to the AGM. Questions must be delivered to Marieke
Palstra, the Company's Investor Relation Manager, by email to
m.palstra@kingfish-zeeland.com, no later than 15 June 2023, 12.00 hours (CET).
The Board shall try to answer these questions during the AGM. The answers to the
questions shall be included in the minutes of the AGM, which will be published
on the Company's website (www.the-kingfish-company.com) as soon as possible
after the AGM.

AGENDA WITH EXPLANATORY NOTES
The AGM will be opened by the chairman of the Board, or in his absence by a
person so designated by the Board. Failing such appointment by the Board, the
AGM may elect the chairman of the AGM.
The chairman of the AGM will, prior to the AGM, make a record of persons
registered with VPS as shareholder who have submitted (i) proxy voting
instructions through DNB Bank ASA and (ii) have cast their votes in advance.
The agenda for the AGM is as follows:
1. OPENING AND ANNOUNCEMENTS
2. ANNUAL REPORT FOR THE FINANCIAL YEAR 2022
This agenda item includes an account of the financial year of 2022, including
the annual report.
3. ADOPTION ANNUAL ACCOUNTS FOR THE FINANCIAL YEAR 2022 (Resolution)
This agenda item includes the proposal to the general meeting to adopt the
annual accounts for the financial year 2022.
4. APPROPRIATION OF THE RESULT FOR THE FINANCIAL YEAR 2022 (Resolution)
This agenda item includes the proposal to the general meeting to add the loss
of EUR 7.313 to the general reserve maintained in the books of the Company.
5. RELEASE FROM LIABILITY OF THE MEMBERS OF THE MANAGEMENT BOARD AND THE MEMBERS
OF THE SUPERVISORY BOARD (Resolution)
It is proposed to the general meeting to discharge the members of the
management board of the Company and the members of the Board from all liability
in relation to the exercise of their duties in the financial year 2022, to the
extent that such exercise is apparent from the annual accounts or other public
disclosures prior to the adoption of the 2022 annual accounts.
6. REAPPOINTMENT AUDITOR FOR THE FINANCIAL YEAR 2023 (Resolution)
This agenda item includes the proposal to the general meeting to reappoint
Baker Tilly (Netherlands) B.V. as the external auditor of the Company for the
financial year 2023.
7. ADOPTION OF REMUNERATION POLICY (Resolution)
A remuneration policy for managing directors of the Company was presented to
the extraordinary general meeting of 30 October 2020. The general meeting
adopted the remuneration policy at that meeting. At the time of the adoption of
the policy, it was intended that the remuneration would be applicable for two
years. To date, no new remuneration policy has been presented to the general
meeting for approval, resulting in the 2020 approved and adopted remuneration
policy remaining to be operated and applied by the Company until a new policy is
approved by the General Meeting.
In accordance with the Company's articles of association, the Board unanimously
proposes to the general meeting to adjust and adopt the new remuneration policy
for the management board of the Company. The following adjustment are proposed
by the Board:
1) It is proposed to change the effective dates for this policy and have it
applied for a period of four years. Material changes during this period will be
presented to the general meeting for approval.
2) A new paragraph 2 is included, reading as follows:

"2. Objectives and Principles
The objectives of the Remuneration Policy for the Board of Management are in
line with those for Kingfish executives throughout the Kingfish group: to focus
them on delivering on our mission, vision and strategy, to motivate and retain
them, and to create stakeholder value.

The Remuneration Policy:
o supports improving the company's overall performance and enhancing the
longterm
value of the company
o directly supports our mission and vision by: a) linking a part of remuneration
to achieving our strategic imperatives through the criteria and targets included
in the short term and long term incentives as referred to in section 3.5 in the
Remuneration Policy b) offering market competitive compensation compared to a
peer group of business competitors and companies we compete with for executive
talent c) enabling us to motivate, retain and attract world-class talent in
order to support our vision to further advance our first-mover position in
technology driven aquaculture, and continue to establish ourselves as a market
leader in the sustainable production of high value marine seafood stimulating
share ownership to create alignment with shareholders and encourage employees to
act as stewards and ambassadors of the company
o encourages acting responsibly and sustainably
o delivers value for our stakeholders such as shareholders, customers,
consumers, employees by continuously engaging with them and make a positive
contribution to society at large
o leads to fair and internally consistent pay levels by taking into account
internal pay ratios".
If the proposed adjustments to the remuneration are not approved by the general
meeting, the remuneration policy as adopted in 2020 remains to be operated and
applied by the Company.
In accordance with the Dutch Civil Code, the Works Council of Kingfish Zeeland
B.V. has been asked to share its views (standpuntbepaling) in respect of the
proposed remuneration policy. The Works Council informed the Board as follows:
"The remuneration policy for the Management Board of The Kingfish Company seems
to be complete and acceptable. In the Works Council's point of view it is
positive that the remuneration structure consisting of 4 elements is based on
and compared to a reference group of companies, and that performance-based
bonuses are assessed and controlled by the Supervisory Board.
The proposed period of validity of 4 years prior to revision is deemed
acceptable.
In the Works Council's point of view, the necessity of taking sustainability,
the employees as stakeholders and fairness of pay into account has been met by
this policy.
A final note must be made here in that the Works Council is no expert on the
subject of Remuneration Policies."
8. COMPOSITION OF THE BOARD
a. Reappointment of Mr W.J. Scheelbeek as member and chairman of the Board with
effect from 20 June 2023 (Resolution)
In accordance with the Company's articles of association, the Board
unanimously proposes to reappoint Mr Jeroen Scheelbeek, upon the binding
nomination of Rabobank Participaties B.V. and the unanimous proposal of the
nomination committee of the Company (the "Nomination Committee"), as a member
and chairman of the Board with effect from 20 June 2023 up to and including the
annual general meeting of the Company to be held in 2026. This proposal includes
the proposal to continue the terms of Mr Scheelbeek's remuneration package.
Bio:
Mr. Jeroen Scheelbeek (1968) serves as the current chairman of the Board. Mr.
Scheelbeek currently works at Bauhinia, an independent financial advisory
boutique. He advises a number of family offices on financial matters. In
addition, he acts as senior financial advisor to the Dutch Ministry of Economic
Affairs. He is also board member and chairman of the risk committee of Moza
Banco, a regulated financial institution in Mozambique. Mr. Scheelbeek served,
amongst other roles, as global head of structured finance, head of corporate
clients and head of corporate finance Asia, in the Rabobank wholesale clients
division. He has also acted as member of the highest credit risk committees of
the bank. Mr. Scheelbeek has participated in executive management courses at
Harvard, IMD, Insead and Kellogg University. He holds a Master's degree in
Business Administration from the Vrije University of Amsterdam. Mr. Scheelbeek
is also a member of the supervisory board of Protix.
Mr Scheelbeek held 10,500 shares in the capital of the Company on the Record
Date.
b. Reappointment of Mr J.C.A. den Bieman as member of the Board with effect
from 20 June 2023 (Resolution)
In accordance with the Company's articles of association, the Board
unanimously proposes to appoint Mr Hans den Bieman, upon unanimous proposal of
the Nomination Committee, as a member of the Board as per 20 June 2023 up to and
including the annual general meeting of the Company to be held in 2025. This
proposal includes the proposal to continue the terms of Mr Den Bieman's
remuneration package.
Bio:
Mr Hans den Bieman (1959) served as the Company's former (interim) CEO and
Chairman of the Board. Mr. den Bieman is currently a shareholder and director of
Sealand - the largest smolt producer in Chile. Amongst various top management
positions in the field, Mr. Den Bieman served as COO of Nutreco Aquaculture
(2000 to 2005) and as CEO of the Netherlands-based Marine Harvest, the world's
largest fish-farming company, listed on Oslo Børs (now Mowi ASA) (2005-2007).
Mr. Den Bieman holds a Masters in Aquaculture (Msc,) from Wageningen University.
Mr Den Bieman held 2,171,331 shares in the capital of the Company on the
Record Date.
c. Reappointment of Mr A.M. van der Wees as member of the Board with effect
from 20 June 2023 (Resolution)
In accordance with the Company's articles of association, the Board
unanimously proposes to appoint Mr Alexandre van der Wees, upon the binding
nomination of Creadev International S.A.S. and the unanimous proposal of the
Nomination Committee, as a member of the Board as per 20 June 2023 up to and
including the annual general meeting of the Company to be held in 2026. This
proposal includes the proposal to continue the terms of Mr Van der Wees'
remuneration package.
Bio:
Mr Van der Wees (1991) is an Investment Associate at Creadev where he
specialises in aquaculture and agriculture investments, and from where he
invested amongst others in InnovaFeed, M2i Life science and Toopi organics.
Prior to joining Creadev, Mr Van der Wees worked as financial advisor in
Accuracy in Paris, France. Mr Van der Wees holds a Master's degree in Finance
(Msc,) from Grenoble Graduate School of Business (GGSB).
Mr Van der Wees held no shares in the capital of the Company on the Record
Date.
d. Reappointment of Mr N. Kleinfeld, as member of the Board with effect from 20
June 2023 (Resolution)
In accordance with the Company's articles of association, the Board
unanimously proposes to appoint Mr Noam Kleinfeld, upon unanimous proposal of
the Nomination Committee, as a member of the Board as per 20 June 2023 up to and
including the annual general meeting of the Company to be held in 2026. This
proposal includes the proposal to continue the terms of Mr Kleinfeld's
remuneration package.
Bio:
Mr. Kleinfeld (1977) acted as Managing Director at HSBC Investment Bank, with
over 16 years of experience in cross border M&A, Corporate Finance, Equity/Debt
Capital Markets, Leverage Acquisition Finance, Project Finance and
Corporate/Debt Restructuring. Further, Mr. Kleinfeld is a co-founder of several
business, amongst other, The Griffin Fund, a leading real estate player in
Atlanta's multifamily segment. The Griffin Fund was formed during the financial
crisis in 2011 and via wide range of complex transactions including acquisitions
of asset backed notes from debt funds and banks, "Courthouse" transactions and
direct trades with special services managed to acquire and develop a large and
high quality residential real estate portfolio in South East USA. Mr. Kleinfeld
is an active Venture Capital investor in early-stage companies with a large TAM,
unique technological edge, and strong execution capabilities