Good afternoon. Welcome to this extraordinary General Meeting of Shareholders of ASM International. My name is Martin Van Pernis. I chair the Supervisory Board. As usual, during all general meetings, I will start in English, but the remainder of this meeting will be in Dutch.
Except that there will be two short introductory movies in English of the two nominated members, new members, Mrs. Pauline van der Mer Mor and Mr. Adario Sanchez. Please note that this meeting is fully virtual and can be viewed through a webcast. The webcast is both in English and in Dutch.
There will be a simultaneous translation in English for anyone who doesn't understand our beautiful but thanks difficult language. And
now I switch to Dutch. First of all, I have some announcements. This extraordinary general meeting of shareholders is completely virtual because of COVID-nineteen and health risks for staff, shareholders and other stakeholders. Again, and this is in line with the Emergency Act that makes this legally possible. The company, of course, for this meeting provided all shareholders the opportunity to attend this meeting virtually and to be exercise their voting rights.
And all documents for this meeting were posted on the company's website on the August 17, and the convocation that was published on that same day also states that the complete agenda with explanatory notes were available at the offices of the company and at ABN AMRO Bank NV in Amsterdam. Also, The U. S. Proxy card and U. S.
Notice have been made available on the website and sent out. For the sake of completion, I would also like to state that registration date was the 09/01/2021. On the basis of this, I conclude that shareholders have been convened in accordance with the law and articles of association, and this is why we can take legally valid decisions today at this meeting. I would like to inform you that the following members of the Management Board are present with me here at the offices in Almira. And you don't see us, but they're really here.
First of all, Mr. Benjamin Loew, CEO and President and Chair of the Management Board and Mr. Paul Verhaven, CFO and, of course, also a member of the Management Board. My colleague, members of the Supervisory Board, Stefanie Karlagalonska, Monica de Vergilis, Didier Lamouche and Marc De Jong are following this meeting elsewhere in the country or abroad through the live webcast. Also through the live webcast, we have both nominees, Ms.
Pauline van der Meermoor and Ada Leo Sanchez. I would also like to state the presence of Mr. Michel van Acht. He is notary with Lawien Slough, and he will take care of the minutes in conformity with Article 26.2 of the Articles of Association of the Company. Also, we have Jeroun Seligman, the Group General Counsel of ASM International and Secretary of this meeting.
As said before, the meeting will be in Dutch, except for the two introduction videos of Pauline van der Meer Mor and Adaglio Sanchez. They will be in English. The results for the voting items will be published after each item on the agenda and they will be published on the website within fifteen days. The minutes of this meeting in conformity with recommendation 4.1.10 of the Dutch Corporate Governance Code will be made available as a draft on the website. Shareholders then have three months to respond to the draft.
In the convocation, it was stated that shareholders prior to this meeting were able to submit questions in advance. And I can tell you that we did not receive any questions, which also means that during the meeting, no questions can be submitted anymore. As stated in the convocation, you were able to cast your vote through a proxy. If you did that, you have given your voting instructions to Michel Van Aacht, our notary, and Mr. Van Aacht will take care of, executing those voting instructions.
For U. S. Proxies issued by New York Registry shareholders, the voting instructions will also be conducted lawfully. I also wish to state that the total issued capital on the registration date existed of 49,297,319 for ordinary shares. And on that date, there were 631,878 ordinary shares in treasury.
So in principle, 4,000,648 million 665,516 votes can be cast. And for this meeting, we have 35,083,115 shares registered. And after these announcements, I would like to start with item two on the agenda, the composition of the Supervisory Board.
This meeting was, I'm sure, as you know, convened because the Supervisory Board has nominated two new members to get on board of the Supervisory Board and these nominations were announced already earlier. The persons concerned are Paulina van Amir Moir and Adalio Sanchez. With these proposed appointments, the number of Supervisory Board members in the Board will temporarily increase to seven. In view of the recent changes in the Supervisory Board and also taking into account the rotation schedule, this is a choice that was made to ensure that there is plenty of continuity and experience in the Supervisory Board and that this is also retained. As I'm sure you know, my seat will end after the Annual General Meeting in 2021, when I would have been a Supervisory Board member for twelve years and should resign.
And let me note in addition that in these nominations, of course, we have considered the profile that was proposed for the Supervisory Board and the various committees inside that Board. This item on the agenda has two voting items. The first one regards the appointment of Pauline von Lemieux Moore to a supervisory board member. And in accordance with Article 22, Sub three of the Articles of Association and Article 133 of Book two of the Dutch Civil Code, the supervisory board has made a binding nomination for the appointment of Ms. Pauline von LaMier Moore as a member of the Supervisory Board, and that appointment will be for a term of four years, starting today and ending at the end of the general meeting in 2025.
In the agenda, I'm sure you read the curriculum vitae of Pauline and you read about her expertise and experiences. And prior to this meeting, she also made a short video for us to introduce herself to you. We will
show this first of all. Thank you for the opportunity to briefly introduce myself to you today. My name is Pauline Vanamere Mor, and I'm absolutely delighted to have been nominated for appointment to the Supervisory Board of ASM International. My background, as you may have read from the supporting materials, is in various industries ranging from oil and gas through logistics to banking, and my final executive role was as President and CEO of Erasmus University in Rotterdam. But for the last fifteen years, I have also served on various supervisory boards and unitary boards of large cap multinational companies here in The Netherlands, but also in The UK and in The U.
S. My experience with the semiconductor industry and its ecosystem stems from nine years of service on the Supervisory Board of ASML. So you can imagine my delight, my honor and my privilege having been appointed to the ASMI Board, having been nominated, I should say, for appointment to the ASMI Board. The company is at a pivotal stage of its development and its challenges, no doubt, are manifold and plenty, but I am exceptionally encouraged by the formidable quality of its management team. And equally during my onboarding over the last few months, I've been very encouraged by the support I have received from my future colleagues on the Supervisory Board as well.
From my background, you may appreciate that I am a strong proponent of world class corporate governance, which I have found to be true here for ASM. And I look forward to serving stakeholders, including you obviously as shareholders, in the years to come during my tenure as hopefully a member of the Supervisory Board of ASMI. And I thank you in advance for your vote of confidence and your support in the years to come. Thank you very much.
And as we said before, you are able to vote by proxy, and so we will immediately see the results of the vote on the next slide. And here, we have it and can ascertain that in favor, we have had 34,919,310 votes against were 49,873 votes, and we had 113,932 abstentions. And as such, this motion has been carried. The appointment of Pauline has become a fact with 99.86% of the vote. So welcome, Pauline.
We are very happy with your arrival in our Supervisory Board. The second voting item regards the appointment of Adalia Sanchez as a member of the Supervisory Board.
And also for his appointment as a member of the Supervisory Board in accordance with Article 22, Sub-three of the Articles Association and Article 2,133 of the Civil Code, the Supervisory Board has made a binding nomination. This nomination or appointment will be for a term of four years, which will start today and will end after closing of the meeting, the general meeting in 2025. So also, when it comes to Mr. Sanchez, you have been able to inspect his curriculum vitae and expertises. And Adaglio also, prior to this meeting, shot a short video to introduce himself to you, and we will now show you this video.
Hello. I am Adaglio Sanchez, and I am truly honored to be joining the ASM International supervisory team. And I appreciate this opportunity to briefly introduce myself. So a little bit about me. I was born in Cuba, and I was raised in The United States.
I've been in the tech industry for over thirty five years and have experience in pioneering new technologies and in operating large complex global businesses. I'm an engineer at heart, and I spent the bulk of my career with the IBM Corporation where I held various senior executive officer and general management roles. Through my tenure at IBM, I was deeply involved in developing IBM's earliest personal computers. I spearheaded the formation of the Bluetooth industry consortium that made today's popular wireless technology ubiquitous and oversaw the creation of several of the world's most powerful microprocessors, servers and supercomputing systems. I also operated IBM's semiconductor business, which included process design and component fabrication facilities and packaging factories.
Following IBM, I was briefly with the Lenovo Group. Today, I now serve on the Board of Directors of Avnet Incorporated, one of the world's largest semiconductor distributors on the board of ACI Worldwide, a global software company that provides an electronic payments processing platform and on the board of SnapOne Holdings Corporation, a smart home technology products and distribution company. I also serve on the board of trustees of the MITRE Corporation, a nonprofit firm for the public good that operates research and development centers in support of the US federal government and its allies. So that's me. I sincerely look forward to working with the ASM management team and the other members of the Supervisory Board as we drive ASM to an even greater level of success and increase shareholder and stakeholder value to that next level.
Per day.
By
proxy, you were able to vote also for this, the appointment of Mr. Sanchez. And let's go to that result. Without further ado, you see it on this slide, and I ascertain that 34,705,572 votes were cast in favor, 263,284 against and 114,259 abstentions were received, and so also Mr. Sanchez has been appointed to the Supervisory Board with a percentage of 99.25% of the votes in favor.
Welcome to the Supervisory Board Adalia. This, ladies and gentlemen, has brought us very speedily to item on the Agenda three, which is book closing of the meeting. We have already arrived at the end of this extraordinary shareholders' meeting. But on behalf of the Supervisory Board, let me again wish Pauline and Adaglio a very warm welcome, and I'm sure I speak for also the other members of the Supervisory Board when I say we look forward to working with you. I thank you, our shareholders, for the vote you have cast and the trust and confidence that you have given to the Supervisory Board and the Management Board of ASM International by doing this.
I readily assume that we can meet live again in the General Shareholders' Meeting of twenty twenty two and that we can have a drink and that quintessential Dutch snack, a bitterball. I closed the meeting with this, and I wish you all a fine day.