Submission and discussion of the annual report of the board of directors and the report of the auditor on the statutory annual accounts for the financial year ending on December 31, 2010. Approval of the statutory annual accounts of the company for the financial year ending on December 31, 2010, and of the proposed destination of the result. Submission and discussion of the annual report of the board of directors and the report of the auditor on the consolidated annual accounts for the financial year ended December 31, 2010.
Submission of the company's consolidated financial statements for the financial year ended 31 December 2010.
Deliberation
Roland Junck
Nyrstar Global Operations
The Coricancha, Contonga and East Tennessee mines were operating at full capacity at the end of 2010. Sustained improvement in health and safety performance, even as mines ramp up. Integration target of 30% exceeded, based on full production from existing mining assets (including the Talvivaara stream and Campo Morado).
2010 Highlights – A Year of Delivery
Zinc Price Volatile But Trending Upwards
Strong Financial Performance
Strong Financial Position
Record Smelter Production
Focusing on Smelting Operating Costs
Ramping-Up Mines
Safety, Health and Environment
Q1 2011 Highlights
Actively Pursuing Our Strategy
Rights Offering for €490 million
Well Positioned to Leverage Strong Zinc Market Fundamentals
Strategy to Expand into Mining
Mine growth continues with solid quarter-on-quarter progress, shown by production in the first quarter of 2011, which was 64% higher than in the fourth quarter of 2010. Zinc production from mine assets is expected to reach 50% of zinc metal production in the medium term. Strong financial position with successful completion of rights offering. Successfully completed rights offering for €490 million in March 2011 Outlook.
Continued growth in mining revenues is expected as new mines ramp up to full production. Continued focus on smelter costs/ton and C1 mining cash costs in 2011.
2010 Summary & Outlook
Julien De Wilde
Shareholder Questions
Voting
Agenda and Proposed Resolutions
Submission of, and discussion on, the annual report of the
Approval of the statutory financial statements of the company for the financial year ended on 31 December 2010, and of the
Submission of, and discussion on, the annual report of the
- Submission of the consolidated financial statements of the company for the financial year ended on 31 December 2010
- Discharge from liability of the directors
- Discharge from liability of the statutory auditor
- Remuneration of members of the board of directors
Submission of the company's consolidated financial statements for the financial year ended 12/31/2010. The company for the financial year ended 12/31/2010. Proposed resolution: The shareholders' meeting grants a discharge to each of the directors who held office. in the previous fiscal year for the performance of his mandate in this fiscal year. Proposal for a resolution: The shareholders' meeting grants a discharge to the statutory auditor, who held office in the previous financial year, for the exercise of powers in this financial year.
Ray Stewart is reappointed as director and as independent director within the meaning of article 526ter of the Companies Code and provision 2.3 of the Belgian Corporate Governance Code, for a term of three years, up to and including the annual term. Peter Mansell, director, meets the independence criteria of article 526ter of the Companies Code and provision 2.3 of the Belgian Companies Code. Proposed resolution: The general shareholders' meeting confirms that the annual remuneration of each of the directors (with the exception of the managing director) during his mandate will in principle be as follows, unless otherwise determined: (i) the remuneration of each director, with the exception of the chairman and the managing director, for the exercise of his duties as a member of the board of directors is maintained at the fixed annual amount of ii) the remuneration of each director, with the exception of the chairman and the managing director, for the performance his duties as a member of a committee of the board of directors are set at the annual amount of € 10,000 per membership of a committee, or the annual amount of € 20,000 if that member is chairman of such a committee; and (iii) the remuneration of the chairman of the board of directors for the performance of all his duties in the company is maintained at the established annual amount of € 200,000.
Proposed resolution: The general shareholders' meeting grants the board the power to 2010 management co-investment plan” (the “Co-investment Plan”), established after the decision of the general In the context of the capital increase with (non-statutory) pre-emptive rights approved by the extraordinary general meeting of shareholders of January 6, 2011 and completed on 18 March 2011 (the "Offer"), the respective consequences and amendments are as follows: (i) the shares of the company.
Proposed Resolution: The General Meeting approves and ratifies, to the extent necessary and relevant, in accordance with Article 556 of the Belgian Companies Code, all clauses or features included in the Company's share-based plans (consisting of the Employee Stock Purchase Plan (ESAP), Long Term Incentive Plan (LTIP) and Co-Investment Plan) that. automatically or otherwise) results in or permits the board of directors (or a committee or certain members of the board) to approve or permit an accelerated or immediate vesting or vesting of awards made under such plans in the event of a public takeover bid or change of control of the corporation; and any other clause or feature which, in accordance with Article 556 of the Belgian Companies Code, implies rights to third parties which have an impact on the company's equity or give rise to a liability or an obligation for the company, on which the exercise of such rights is dependent of a public takeover bid for the company's shares or a change in control of the company. The general meeting grants each individual board member and the company secretary a special power of attorney to carry out the formalities required by Article 556 of the Belgian Company Code with respect to this resolution.
Constitution of the Bureau
Agenda
Submission of special reports
Reduction of the fraction value of the company’s shares 3. Reduction of the share capital
Renewal of the powers of the board of directors under the authorised capital 5. Amendments to the articles of association
Convening and Composition of the Meeting
No quorum reached
