General meeting

Annual General Meeting 2020

 

An Annual General Meeting 2020 of Just Eat Takeaway.com N.V. (the “Company”) will be held on Thursday 14 May 2020 at 14:00 CET at BIMHUIS Amsterdam, Piet Heinkade 3, in Amsterdam.

On 1 April 2020, the total number of issued shares in Just Eat Takeaway.com N.V. amounted to 144,089,584 shares. The number of voting rights amounted to 144,089,584. On 16 April 2020, the record date, the total number of issued shares in Just Eat Takeaway.com N.V. amounted to 144,089,705 shares. The number of voting rights amounted to 144,089,705.

The Dutch government has taken various measures to minimise or delay the spread of the coronavirus. At the date of this convocation, such measures restrict public gatherings. As a consequence, the Company expects that a limited number of management board and supervisory board members will attend the annual general meeting. Shareholders and other attendees are assumed not to attend the Annual General Meeting in person. Shareholders are encouraged to cast their votes by proxy or use our electronic voting facility in accordance with the instructions set out in this convocation.

The Company will endeavour to livestream the meeting, allowing Shareholders and CDI Holders to follow the business of the AGM remotely. However, participation in the livestream will not constitute formal attendance at the meeting and Shareholders and others following the livestream will not be able to vote or ask questions. If the AGM is livestreamed, further details will be announced and made available on this website in due course.

Shareholders and CDI Holders are invited to submit their questions ahead of the AGM by sending an email to joris.wilton@takeaway.com. The Company and the auditor will aim to address questions relating to items on the agenda of the AGM submitted by 7 May 2020, 17:30 CET during the AGM.

In view of the COVID-19 outbreak and the safety measures that may be imposed, the Company may take further precautionary measures to limit risks for our employees, shareholders and other stakeholders. Developments will be closely monitored and updates will be published on this website.

Annual General Meeting documents:

  • AGM 2020 Agenda & explanatory notes
  • Convocation AGM 2020 including information on attending and voting
  • Annual report 2019
  • Power of attorney form for shareholders
  • Proposed remuneration policy of the Management Board
  • Proposed remuneration policy of the Supervisory Board

After the record date, voting instructions have been sent to CDI-Holders. The relevant specimen voting instruction can be found in the below list.  

Extraordinary General Meeting 2020 Just Eat Takeaway.com Transaction

On 28 November 2019, Takeaway.com N.V., in connection with the proposed combination of the Takeaway.com and Just Eat plc, four extraordinary general meetings of Takeaway.com N.V. (the "EGMs'' and each an "EGM") were convened. The EGMs were scheduled for each of the following dates: (i) Thursday, 9 January 2020, (ii) Wednesday, 15 January 2020, (iii) Saturday, 18 January 2020 and (iv) Tuesday, 21 January 2020.

On 19 December 2019, Takeaway.com announced that it has revised its offer for Just Eat plc. (the "Revised Offer"). In connection to the Revised Offer, Takeaway.com has confirmed that the EGM in connection to the proposed combination will take place on Thursday 9 January 2020  at 14h00 (CET). The meeting location for the EGM will be at EYE Film Museum, IJpromenade 1, in Amsterdam.

The EGMs convened for (i) Wednesday, 15 January 2020, (ii) Saturday, 18 January 2020 and (iii) Tuesday, 21 January 2020 have been cancelled. 

Shareholders of Takeaway.com N.V. wishing to vote at or attend the EGM to be held at 9 January 2020 should ensure that they issue their voting instructions or power of attorney and/or register for that EGM.

We refer to our announcement of the Revised Offer (see the "JE Transaction" section of this website) for further details. The following documents have been made available to shareholders, and can be accessed by our shareholders in the manner described below:

 

09-01-2020 Takeaway.com EGM Voting Results

09-01-2020 Press release - Takeaway.com EGM approves combination of Takeaway.com and Just Eat plc.

28-11-2019 Agenda and Shareholder Circular
28-11-2019 Convocation EGMs (separate convocation for each EGM)
28-11-2019 Triptych including the proposed amendment of the articles of association of Takeaway.com N.V. (NL)
28-11-2019 Triptych including the proposed amendment of the articles of association of Takeaway.com N.V. (ENG)
28-11-2019 Deed of amendment of the articles of association of Takeaway.comN.V. (NL)
28-11-2019 Deed of amendment of the articles of association of Takeaway.com N.V. (ENG)
28-11-2019 Remuneration summary Proposed remuneration Paul Harrison
20-12-2019 Power of attorney form EGM
28-11-2019 Route description to Eye Film Museum

To access these documents, please access either the "US Investor" or "Non-US Investor" part (as applicable) of the "JE Transaction" section of this website.

On (i) 28 November 2019, date the EGMs were convened, (ii) 12 December 2019, the record date for the EGM scheduled for Thursday 9 January 2020, and (iii) 18 December 2019, the record date for the EGM scheduled for Wednesday 15 January 2020, the total number of issued shares in Takeaway.com N.V. amounted to 61,203,979 ordinary shares. The number of voting rights amounted to 61,203,979. 

This notice and the documents listed above are not an offer of securities for sale in the United States. Securities may not be offered or sold in the United States absent registration with the United States Securities and Exchange Commission or an exemption from registration. There will be no public offering of the securities mentioned in this notice, the convocation or the Agenda and Shareholder Circular in the United States.

 

Extraordinary General Meeting 2019 Just Eat Takeaway.com Transaction (Cancelled)

 

An Extraordinary General Meeting 2019 of Takeaway.com N.V. was convened to be held at EYE Amsterdam, IJpromenade 1, in Amsterdam on Wednesday 4 December 2019 at 14h00 (CET). 
On 28 November 2019, this Extraordinary General Meeting was cancelled. We refer to the our press release of 28 November 2019 for further details. On 6 November 2019, the record date, the total number of issued shares in Takeaway.com N.V. amounted to 61,199,838 ordinary shares. The number of voting rights amounted to 61,199,838.

 

Extraordinary General Meeting documents:

 

22-10-2019 Agenda and Shareholder Circular

22-10-2019 Convocation EGM

22-10-2019 Triptych including the proposed amendment of the articles of association of Takeaway.com N.V. (NL)

22-10-2019 Triptych including the proposed amendment of the articles of association of Takeaway.com N.V. (ENG)

22-10-2019 Deed of amendment of the articles of association of Takeaway.com N.V. (NL)

22-10-2019 Deed of amendment of the articles of association of Takeaway.com N.V. (ENG)

22-10-2019 Remuneration summary Proposed remuneration Paul Harrison

22-10-2019 Power of attorney form

22-10-2019 Route description to Eye Film Museum

 

 

Annual General Meeting 2019

The Annual General Meeting 2019 of Takeaway.com N.V. was held at EYE Amsterdam, IJpromenade 1, in Amsterdam on Tuesday 14 May 2019 at 14:00 (CET).

On 16 April 2019, the record date, the total number of issued shares in Takeaway.com N.V. amounted to 57,397,639 ordinary shares. The number of voting rights amounted to 57,397,639.

Annual General Meeting documents:

  • Agenda and explanatory notes
  • Convocation, including information on attending and voting
  • Annual Report 2018
  • Proposed remuneration policy
  • Tryptych including the proposed amendment of the articles of association of Takeaway.com N.V. (NL)
  • Tryptych including the proposed amendment of the articles of association of Takeaway.com N.V. (EN)
  • Draft deed of amendment to the articles of association of Takeaway.com N.V. (NL)
  • Draft deed of amendment to the articles of association of Takeaway.com N.V. (EN)
  • Power of attorney form
  • Route description
  • Takeaway.com AGM Voting Results
  • Takeaway.com - Draft minutes AGM 2019

 

Extraordinary General Meeting 2019

 The Extraordinary General Meeting of Takeaway.com N.V. was held on Tuesday 5 March 2019 at 14:00 CET at EYE Amsterdam, IJpromenade 1, in Amsterdam, the Netherlands.

On 22 January 2019, the total number of issued shares in Takeaway.com N.V. amounted to 51,646,266 ordinary shares. The number of voting rights amounted to 51,646,266.

 Extraordinary General Meeting documents:

  • EGM Agenda and shareholders circular
  • Notice of meeting and information on attending and voting
  • Route description
  • Power of attorney form
  • Press release - Takeaway.com EGM approves acquisition of German Delivery Hero Businesses
  • Takeaway.com EGM 2019 Voting Results 
  • Takeaway.com - Minutes EGM 2019

 

Extraordinary General Meeting 2018

 The Extraordinary General Meeting 2018 of Takeaway.com N.V. has been held at the Novotel Amsterdam City, Europaboulevard 10, in Amsterdam on Tuesday 18 September 2018 at 17:00 (CET).

On 22 August 2018 the total number of issued shares in Takeaway.com N.V. amounted to 43,213,216 ordinary shares. The number of voting rights amounted to 43,213,216.

 Extraordinary General Meeting documents:

  • EGM agenda and explanation, 6 August 2018

  • Notice of meeting and information on attending and voting

  • Route description

  • Power of attorney form

  • Press release Takeaway.com EGM approves 10bis acquisition

  • Takeaway.com EGM 2018 Voting Results

  • Minutes EGM 2018

 

Annual General Meeting 2018

 The Annual General Meeting 2018 of Takeaway.com N.V. was held at EYE Amsterdam, IJpromenade 1, in Amsterdam on Thursday 17 May 2018 at 14:00 (CET).

On 27 March 2018 the total number of issued shares in Takeaway.com N.V. amounted to 43,183,176 ordinary shares. The number of voting rights amounted to 43,183,176.

 Annual General Meeting documents:

  • AGM agenda and explanation, 27 March 2018

  • Notice of meeting and information on attending and voting

  • Route description

  • Annual Report 2017

  • Power of attorney form

  • 17-05-2018 Press release - Takeaway.com AGM adopts all resolutions

  • Voting Results AGM 2018

  • Minutes AGM 2018

Annual General Meeting 2017

The Annual General Meeting 2017 of Takeaway.com N.V. was held at EYE Amsterdam, IJpromenade 1, in Amsterdam on Thursday, 18 May 2017 at 2 pm (CET).

On 31 March 2017 the total number of issued shares in Takeaway.com N.V. amounted to 43,183,176 ordinary shares. The number of voting rights amounted to 43,183,176.

Annual General Meeting documents:

  • AGM agenda and explanation, 31 March 2017
  • Notice of meeting and information on attending and voting
  • Route description
  • Annual Report 2016
  • Power of attorney form
  • Press release - Takeaway.com AGM adopts all resolutions
  • Minutes AGM 2017
  • Voting Results AGM 2017