UNIBAIL-RODAMCO-WESTFIELD SE 21/05/2007 EGM
1Global authorization to issue with pre-emptive subscription right shares or other securities giving way to new capital.
21)Global allowance for the issuance of capital related securities without pre-emptive right;2)Global allowance for the issuance of capital related securities without pre-emptive right;3)Approve issues of shares as a payment for any public offer
3"Green shoe" authorization
4Delegation to issue shares and capital securities as consideration for contributions in kind made to the company
5Approval of a public offer on RODAMCO EUROPE NV
6Limit capital Increases with or without pre-emption rights
7Increase authorized capital by transfer of reserves
8Approve capital Increase for the employees :
9Approve issuance of new stock option plans
10Approve potential reduction of the company 's capital :
11Reform by-laws : adopt the regime of Société Anonyme à Directoire et Conseil de Surveillance (Two-Tier Board) :
12Change by-laws : company's objects (corporate purpose))
13Change by-laws : new company Name : UNIBAIL-RODAMCO
14Adopt the new articles of Association
15Transfert to the managing Board (Directoire) the powers offered to the Board of Directors (Conseil d'administration) by resolutions 1 to 10
16Approve buy-back of the company shares
17Election of M. Oordt Robert F.W. Van as Director for a period of 2 years.
18Election of M. François Jaclot as member of the Supervisory Board for a period of 3 years.
19Election of M. Frans J.G.M. Cremers as Director for a period of 3 years.
20Election of M. Jacques Dermagne as Director for a period of 3 years.
21Election of M. Rob Ter Haar as Director for a period of 1 year.
22Election of M. Jean-Louis Laurens as member of the Supervisory Board for a period of 2 years.
23Election of M. Yves Lyon-Caen as member of the Supervisory Board for a period of 1 year.
24Election of M. Henri Moulard as Director for a period of 1 year.
25Election of M. Bart R. Okkens as Director for a period of 1 year.
26Election of M. Jos W.BBB. Westerburgen as Director for a period of 3 years.
27Approve Directors' Attendance Fees : € 875.000
28Delegation of powers for the completion of formalities