About the General Meeting of Shareholders
The General Meeting of AmRest Holdings SE is the supreme governing body of the Company. It can be convened as ordinary or extraordinary, according to the regulations of the Statute of the Company, Council Regulation (EC) No 2157/2001 of 8 October 2001 on the Statute for a European company and the Spanish Capital Companies Law (Ley de Sociedades de Capital).
The rules of functioning, competences of the General Meeting, rights of shareholders and form of exercise of their votes are described in detail in the Company's Statute available here and in the Regulation of the General Meeting of Shareholders, available here.
General Shareholders' Meeting
Notice and agenda of the Annual General Meeting of AmRest 2022
PDF file 196.85 kB
Proposed Resolutions to the AGM 2022
PDF file 188.69 kB
Shareholders Card_AGM 2022
PDF file 129.62 kB
AmRest Shareholders' Guide AGM 2022
PDF file 245.62 kB
Regulations of the Shareholders Forum
PDF file 200.57 kB
Shares and voting rights_AGM 2022
PDF file 132.18 kB
2021 Stand-alone Annual Financial Statements and Directors' Report
PDF file 1.34 MB
2021 Consolidated Annual Financial Statements and Directors' Report
PDF file 3.40 MB
2021 Non-Financial Information Statement
PDF file 1.71 MB
2021 Annual Directors' Remuneration Report
PDF file 1.21 MB
Report of the Board of Directors and the Appointment and Remuneration Committee on proposals for the ratification, appointment and re-election of directors
PDF file 252.36 kB
Proposal of the Board of Directors and report of the Appointment and Remuneration Committee on the approval of a new remuneration policy for directors
PDF file 257.72 kB
Report of the Board of Directors regarding the proposal for resolution to delegate to the Board the authority to increase the share capital
PDF file 224.11 kB
Report of the Board of Directors concerning the authority to issue bonds, debentures and other fixed income securities
PDF file 244.96 kB
Report of the Audit and Risk Committee on the evaluation of its performance in 2021
PDF file 161.37 kB
Report of the Appointment and Remuneration Committee on the evaluation of its performance in 2021
PDF file 148.05 kB
Report of the Health, Safety and Sustainability Committee on the evaluation of its performance in 2021
PDF file 146.02 kB
Report of the Audit and Risk Committee on the independence of the statutory auditor
PDF file 174.32 kB
Report of the Audit and Risk Committee on related transactions for financial year 2021
PDF file 127.80 kB
Voting Results AGM 2022
PDF file 44.22 kB
Proposed Resolutions to the AGM 2022 (ultimate)
PDF file 188.69 kB
The Regulation establishes and specifies the rules governing the working and operation of the General Shareholders’ Meeting of AmRest Holdings SE, the information related to it, attendance at the meetings, as well as the exercise of shareholders’ voting rights, which are all subject to the provisions of the law and the Statute.
All holders of voting shares duly registered in the corresponding book-entry registry five days ahead of the Annual General Meeting may attend and vote at the meeting.
Any shareholder who has the right to attend may be represented at the Ordinary General Shareholders' Meeting by another person, even if he/she is not a shareholder, complying with the requirements established for that purpose.
Shareholders, or their representatives, must identify themselves through their national identity document or passport.
The representation is always revocable and the personal assistance of the shareholder to the meeting, either physically or by having cast the vote remotely, will be construed as revocation.
The Shareholder Card will be available on the Company’s webpage www.amrest.eu and will have to be accompanied with the Certificate of Deposit.
Shareholders with the right to attend may grant their proxy or cast their vote remotely by delivering the Shareholder Card at the offices of the Company duly completed and accompanied by the Ownership Certificate, by sending it to the Company (a) by postal correspondence to the registered office for the attention of the Legal Department (ref General Meeting), or (b) electronically.
On the corporate website of the Company (www.amrest.eu) is available the Shareholders’ Guide that provides detailed information about the way shareholders can exercise their rights to attend, grant proxy representation and vote remotely.
Proxy representations and votes remotely cast by postal or electronic correspondence must be received by the Company, as a general rule, at least 24 hours prior to the date scheduled for holding the General Meeting on first call.
The validity of the proxy representation and of the vote cast remotely is subject to verification by the Company. In case of divergence between the number of shares communicated by the shareholder that grants the proxy representation or cast their vote through remote communication and that stated on the Ownership Certificate, the latter will be considered valid for the purposes of quorum and voting, and unless proof of otherwise.
Up to the fifth day prior to the General Shareholders' Meeting, shareholders may request in writing the information or clarifications they deem necessary or formulate in writing the questions they deem pertinent about the matters included in the order of the day of the call, of the information accessible to the public that would have been provided by the Company to the National Securities Market Commission (Comisión Nacional del Mercado de Valores) since the last General Shareholders’ Meeting, and of the auditor's reports on the annual accounts and individual management reports of the Company and consolidated with its subsidiaries for the previous year.
In view of the health crisis cause by the Covid-19 pandemic and the importance of taking precautionary measures to avoid contagion, all shareholders are strongly advised to use the different channels made available to them to delegate representation and vote remotely. In this regard, in due compliance with the limitations imposed on the free movement of persons and those that may remain in force at the time of the General Meeting, the Company has resolved to strictly limit access to shareholders who wish to physically participate in the General Meeting (or their representatives) and to those persons who must attend or whose participation is considered absolutely essential for the development of the meeting.
The Company shall continue to closely monitor the evolution of the situation in order to decide, if necessary, to adopt any other measures it considers appropriate to safeguard the social interest and health of its shareholders and all its other stakeholders. If new measures are taken, they shall be reported in due course. The extraordinary organizational measures that are finally applied, as well as all the necessary information for the shareholder shall be included on the website www.amrest.eu or by the means that are necessary depending on the scope of the measures.
In accordance with Spanish regulations, the Company set up an Electronic Shareholders' Forum, for use in accordance with the legal purpose and the guarantees and operating rules established by the Company. It is available to shareholders and associations of shareholders which are duly legitimized.
Link to the Shareholders Forum and Electronic voting are as follows:
Shareholders Forum: https://www.shareholders-services.com/foro/REST
Electronic voting: https://www.shareholders-services.com/voto/v2/gateway/REST
By post to the registered office:
AmRest Holdings SE
(to the attention of the Legal Department)
Paseo de la Castellana 163