Notice of Extraordinary General Meeting of KAP
AIX: KAP, KAP.Y (GDR)
LSE: KAP (GDR)
Currency: KZT (₸), unless otherwise specified
19 May 2023, Astana, Kazakhstan
Notice of Extraordinary General Meeting of Shareholders of Kazatomprom
National Atomic Company Kazatomprom Joint Stock Company (hereinafter - "the Company" or "Kazatomprom"), location: 17/12 building, Syganak street, Nura district, Astana, Z05T1X3, the Republic of Kazakhstan, hereby notifies its shareholders of holding an Extraordinary General Meeting of Shareholders of NAC Kazatomprom JSC (hereinafter - the "Meeting") in person in accordance with Articles 35-48, 50-52 of the Law of the Republic of Kazakhstan dated 13 May 2003 No. 415-II "On Joint Stock Companies" (hereinafter - the Law "On Joint Stock Companies"). The initiator of the Extraordinary General Meeting of Shareholders of the Company is a major shareholder, Samruk-Kazyna JSC, owning 194,517,456 ordinary shares of the Company (letter of Samruk-Kazyna JSC No. 10.2-09-05/2445 dated 4 May 2023).
The meeting will be held on 21 June 2023 at 10:30 local time (GMT+6) at: 3rd floor, 17/12, Syganak street, Nura district, Astana, Z05T1X3, the Republic of Kazakhstan
Registration of shareholders will take place on 21 June 2023 from 09:00 to 10:20 local time (GMT+6) at the Meeting venue.
The register of shareholders entitled to participate in the Meeting will be formed on 1 June 2023 at 00:00 local time (GMT+6).
In the absence of quorum, the repeated Extraordinary General Meeting of Shareholders will be opened on 22 June 2023 at 10:30 local time (GMT+6) at the initial designated place of the Meeting, with the same agenda. The start time of the registration of shareholders is 09:00 (GMT+6). The end time of the registration of shareholders is 10:20 AM (GMT+6).
The notice of the upcoming Meeting will also be available on the Company's website and in the media in accordance with the law "On Joint Stock Companies" and the Company's Charter.
Agenda of the Extraordinary General Meeting of Shareholders
1. On the composition of the Board of Directors of NAC Kazatomprom JSC.
In accordance with sub-clause 1) clause 4 of Article 43 of the Law "On Joint Stock Companies" the Meeting's agenda may be supplemented by shareholders who own five or more percent of the Company's voting shares independently or jointly with other shareholders, or by the Board of Directors, provided that the Company's shareholders are notified of such supplements no later than 15 days before the date of the Meeting.
According to clause 4 of Article 44 of the Law "On Joint Stock Companies", materials on the agenda of the Meeting must be ready and available for review at the request of the shareholder no later than 10 calendar days before the date of the Meeting at the actual location of the Company.
At the request of the shareholder, materials on the agenda of the Meeting will be sent within 3 working days from the date of receipt of the request, the costs of making copies of documents and delivering documents are borne by the shareholder. Requests from shareholders of the Company are accepted according to the actual location of the Company in accordance with the procedure established by the legislation of the Republic of Kazakhstan.
Procedure for holding the Meeting
· Shareholders or their representatives (collectively, "shareholders") participating in the Meeting will have to register before the Meeting begins. Shareholders will need to provide an identity document. Representatives of shareholders must be provided with a power of attorney confirming their authority to participate and vote at the Meeting, or a document confirming the right to act on behalf of the shareholder or represent its interests without a power of attorney.
· Holders of Global Depositary Receipts can exercise their right to vote at the Extraordinary General Meeting of Shareholders of the Company using the services of the Depository Bank (Citibank N.A.) as a depository. Holders of Global Depositary Receipts have the right to vote at the General Meetings of Shareholders of NAC Kazatomprom JSC on behalf of the beneficiary owners with respect to the deposited shares, given that the identification and other information required by applicable Kazakhstani legislation, in relation to the beneficial owners in the Central Securities Depository JSC is provided through the Depository Bank (Citibank N.A.) .
· Shareholder who has not been registered shall not be counted in determining the quorum and shall not have the right to vote.
· The meeting opens at the stated time, if there is a quorum.
· The Meeting will elect the Chair and Secretary of the Meeting and the form of voting will be determined - open or secret (by ballots).
· In accordance with clause 1 of Article 50 of the Law "On Joint Stock Companies", voting on the agenda of the Meeting is held on the principle of "one share - one vote", with the exception of cumulative voting when electing members of the Board of Directors and granting each person entitled to vote at the Meeting one vote on procedural issues of the Meeting.
· The Chair may not interfere with the speeches of the persons that have the right to participate in the discussion of an agenda item, except for cases when such speeches lead to a violation of the rules of the Meeting or when the debate on this issue is resolved.
· The Meeting may be declared closed only after consideration of all the items on the agenda and making decisions on them.
· In accordance with clause 1 of Article 52 of the Law "On Joint Stock Companies", the minutes of the Meeting are drawn up and signed within three working days after the closing of the Meeting.
For further information, please contact:
Extraordinary General Meeting of Shareholders Inquiries
Assem Mukhamedyarova, Corporate Secretary
Tel.: +7 7172 45 81 63
Email: amukhamedyarova@kazatomprom.kz
Kazatomprom Investor Relations Inquiries
Yerlan Magzumov, IR Director
Tel.: +7 7172 45 81 80 / 69
Email: ir@kazatomprom.kz
Kazatomprom Public Relations and Media Inquiries
Sabina Kumurbekova, PR Director
Gazhayip Kumisbek, Chief Expert of the PR Department
Tel.: +7 7172 45 80 22
Email: pr@kazatomprom.kz
Copy of this announcement will be available at www.kazatomprom.kz.
About Kazatomprom
Kazatomprom is the largest uranium producer in the world with natural uranium production in proportion to the Company's participatory interest in the amount of about 22% of the total global primary uranium production in 2022. The group has the largest uranium reserve base in the industry. Kazatomprom, together with subsidiaries, affiliates and joint organizations, is developing 26 deposits combined into 14 uranium mining enterprises. All uranium mining enterprises are located on the territory of the Republic of Kazakhstan and when mine uranium use in-situ recovery technology, paying particular attention to best HSE practices and means (ISO 45001 and ISO 14001 certified).
Kazatomprom's securities are listed on the London Stock Exchange, the Astana International Exchange and the Kazakhstan Stock Exchange. Kazatomprom is the National Atomic Company of the Republic of Kazakhstan, and the main customers of the group are operators of nuclear generating capacities, and the main export markets for products are China, South and East Asia, North America and Europe. The Group sells uranium and uranium products under long-term and short-term contracts, as well as on the spot market directly from its corporate centre in Astana, Kazakhstan, as well as through a trading subsidiary in Switzerland, Trading House KazakAtom (THK).
For more information, please, visit our website http://www.kazatomprom.kz
Forward looking information
All statements, other than statements of historical fact, included in this message or document are statements regarding the future. Statements regarding the future reflect the Company's current expectations and estimates regarding its financial condition, results of operations, plans, goals, future results and activities. Such statements may include, but are not limited to, statements before which, after which or where words such as "goal", "believe", "expect", "intend", "possibly", "anticipate", "evaluate", "plan","project","will","may","probably", "should","may" and other words and terms of a similar meaning or their negative forms are used.
Such statements regarding the future include known and unknown risks, uncertainties and other important factors beyond the control of the Company, which may lead to the fact that the actual results, indicators or achievements of the Company will significantly differ from the expected results, indicators or achievements expressed or implied by such statements regarding the future. Such statements regarding the future are based on numerous assumptions regarding the current and future business strategy of the Company and the conditions in which it will operate in the future.
INFORMATION ON THE ESTIMATES CONTAINED IN THIS DOCUMENT ARE BASED ON SEVERAL ASSUMPTIONS ABOUT FUTURE EVENTS AND ARE SUBJECT TO SIGNIFICANT ECONOMIC AND COMPETITIVE UNCERTAINTIES AND OTHER CONVENTIONALITIES, NONE OF WHICH CAN NOT BE PREDICTED WITH CERTAINTY AND SOME OF WHICH ARE OUTSIDE OF THE COMPANY'S CONTROL. THERE CAN'T BE ANY WARRANTY THAT THE ESTIMATES WILL BE REALIZED AND THE ACTUAL RESULTS MAY BE ABOVE OR BELOW THAN SPECIFIED. NONE OF THE COMPANY - NO SHAREHOLDERS, NO DIRECTORS, NO OFFICERS, NO EMPLOYEES, NO CONSULTANTS, NO AFFILIATES NOR ANY REPRESENTATIVES OR AFFILIATES LISTED ABOVE BEAR RESPONSIBILITY FOR THE ACCURACY OF THE ESTIMATES PRESENTED IN THIS DOCUMENT.
The information contained in this message or document, including, but not limited to, statements regarding the future, is applicable only as of the date of this document and is not intended to provide any guarantees regarding future results The Company expressly disclaims any obligation to disseminate updates or changes to such information, including financial data or forward-looking statements, and will not publicly release any changes that it may make to information arising from changes in the Company's expectations, changes in events, conditions or circumstances on which such statements regarding the future are based, or in other events or circumstances arising after the date of this document.
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