Disclosure of Information
In accordance with the Dutch Act of Financial Supervision, TIE Kinetix will ensure that any price-sensitive information – information that is concrete and has not publicly been disclosed and whose disclosure might significantly affect TIE Kinetix’s share price - will be disclosed without delay to the general public in the form of a press release. The press release will be disseminated over one or more major wire services, at least one national daily newspaper, and publication on TIE Kinetix's website.
The Executive Board or Compliance Officer of TIE Kinetix will announce in good time at the beginning of each financial calendar year, which periods in that financial year are deemed to be Closed Periods. Any changes and supplementary periods will be announced in the same manner in the course of the financial year.
Statement of Compliance
The consolidated financial statements of the Company have been prepared in accordance with the International Financial Reporting Standards (“IFRS”) and its interpretations, as adopted by the International Accounting Standards Board and endorsed by the European Commission.
Basis of Preparation
The principal accounting policies applied in the preparation of these consolidated financial statements are detailed below and have been prepared on a historical costs basis, unless stated otherwise. These policies have been consistently applied to all the presented years, unless stated otherwise.
The consolidated financial statements are presented in Euros, and all values are rounded to the nearest thousand (€ x 1,000), unless stated otherwise. The Company has opted to prepare a condensed profit and loss account in accordance with the exemptions provided by article 2:402 of the Dutch Civil Code in the Company Only Financial Statements.
For a complete overview of TIE Kinetix N.V.'s accounting policies, review this section in the Annual Report.
The external auditor's report by PwC (PricewaterhouseCoopers) can be found in the Annual Report.
A General Meeting of Shareholders is held at least once a year, subject to the provisions in sections 2:109 and 2:110 of the Dutch Civil Code.
Shareholder Meetings - Voting Rights
The Annual General Meeting shall be held not later than six months after the end of our financial year. Extraordinary General Meetings of Shareholders shall be held as often as the Executive Board or the Supervisory Board deem necessary.
General Meetings of Shareholders shall be convened by the Supervisory Board or the Executive Board. The convocation shall take place no later than 42 days prior to the date of the meeting.
Pursuant to the Articles of Association, each share is entitled to one vote in all matters properly brought before the General Meeting of Shareholders of TIE Kinetix. Unless the Articles of Association or mandatory law provides otherwise, all shareholders’ resolutions require an absolute majority of the votes cast.
TIE Kinetix continues to review the possibility to vote and to allow shareholders to attend the General Meeting of Shareholders through the Internet. Given the size of the Company, the Executive Board is of the opinion that such measures, in the short term, will not improve the transparency or the decision making process.
Investor Relations Policy
This document describes TIE Kinetix’ Investor relations and communications policy. It intends to provide headline guidance for investors pertaining to TIE Kinetix management rules of engagement with investors.
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Code of Conduct
The Code of Conduct has been drawn up to provide all of us employed at TIE with a clear set of guiding principles on integrity and ethics in business conduct.
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Whistleblower Policy provides employees of TIE with the possibility to report alleged irregularities of a general, operational or financial nature within the Company, without jeopardizing their legal position.
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This Remuneration Policy outlines the terms and conditions for the member(s) of the Executive Board of TIE. The objective of this Remuneration Policy is to provide a structure that retains and motivates the current member(s) of the Executive Board by providing a well balanced and incentive-based compensation.
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Articles of Association
The Articles of Association of TIE Kinetix N.V. were last amended by resolution of the General Meeting of Shareholders on March 27, 2015. The notarial deed was executed on June 3, 2015. The Company is registered at the Trade Register of the Chamber of Commerce of Amsterdam under file number 34072305.
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Insider Knowledge Regulations
Members of the Supervisory Board, the Executive Board, and all employees with regular access to confidential information are bound by the Insider Knowledge Regulations 2011, which containing rules for dealing with price-sensitive information and for transactions in securities of listed companies. In line with the legal requirements the share transactions of the members of the Executive Board, the Supervisory Board and the management team of TIE are notified to the Autoriteit Financiële Markten (AFM). This information can be consulted at www.afm.nl.
Download Insider Knowledge Regulations 2011