Signify N.V. (LIGHT) Earnings Call Transcript & Summary

Ladies and gentlemen, welcome. Before we start the meeting, I have a few general remarks. Today's meeting is held in person here at the Signify offices in Amsterdam and can also be followed via an audio webcast on our website. The audio webcast will remain available after the meeting. We will use the recording to prepare the minutes of the meeting. The meeting will be held in English. We invited shareholders to ask questions prior to the meeting. We have not received any questions for this meeting with a request to share this with you. As this is an in-person meeting, questions can be asked here in the room and not remotely. If you wish to ask a question, please raise your hand, a microphone will be brought to you at your seat. Please state your name and where applicable, the organization you represent. We kindly ask that you keep your questions concise. If needed, to ensure the meeting runs in good order, I may limit the number of questions or the speaking time. We will explain the voting procedure when we reach the voting item on today's agenda. I'd ask you please to put your phone on silent mode and not to make any pictures or recordings. Thank you. I now open the Extraordinary General Meeting of Shareholders 2025 of Signify N.V. I'm pleased to present to you behind the table our CFO and Interim CEO, Zeljko Kosanovic; and our CEO Professional: Harsh Chitale, and Bram Schot, Chair of the Remuneration Committee and Vice Chair of the Board. In front of this podium, you see the Secretary of this meeting, Michiel Thierry and Anna Fredova, Deputy Secretary. With that, I hereby open the Extraordinary General Meeting of Shareholders 2025 of Signify N.V. Agenda Item 1, the appointment of Mr. As Tempelman to the Board of Management. The only item on today's agenda is the proposal to appoint Mr. As Tempelman as a member of the Board of Management of Signify N.V. Mr. Tempelman has been the Chief Executive Officer of Eneco, an integrated sustainable energy company operating throughout the Netherlands, Belgium, Germany and the United Kingdom. Under his leadership, Eneco has delivered against ambitious business and climate initiatives, tripling company profitability since 2020, while reducing GHG emissions by 40% per annum. Prior to joining Eneco, he held senior leadership positions at Shell in Asia, Europe, the Middle East and Africa. Mr. Tempelman will fulfill the role as Chief Executive Officer, CEO of Signify and will take over from Zeljko Kosanovic, who holds this position on an interim basis. In accordance with the Articles of Association of the company, the Supervisory Board has made a binding nomination to appoint As Tempelman to the Board of Management from September 1, 2025 onwards. The term will end at the closing of the Annual General Meeting to be held in 2029. Mr. Tempelman, may I kindly invite you to introduce yourself.

Thank you, Mr. Chairman. Ladies and gentlemen, shareholders, members of the Board. Let me first start by thanking the Board for the trust and the confidence it's placed in me through this nomination. It signifies unparalleled heritage in innovation and its leadership of the lighting industry that is truly inspiring to me. Its technological capability, its scale and its brands are truly world-class, something to be very proud of. But more than that, its purpose to unlock the extraordinary potential of light for a brighter and better world that deeply resonates with me. And it's truly a great honor to be considered for the role. Thank you. A bit about who I am, and thanks for the kind introduction, Mr. Chairman. I'm an economist by background with more than 30 years of international experience, primarily in the energy sector. In my early career, I worked in distribution and in marketing. And this is really where I learned about how to succeed in truly competitive and dynamic consumer and B2B markets. Fascinating time. And then over time, I extended my focus to include training, supply and also manufacturing, gaining a broad end-to-end experience of activities across the entire value chain. And I think that might serve me well in the future. As a member of the senior executive group at Shell in 2012, I held integrated leadership roles across different parts of the world, Asia, Europe, Middle East and also Africa. And like the Chairman said, for the last 5 years, I served as the CEO of Eneco, a Dutch leading energy company, I'm proud to say. And during that time, we made really meaningful progress. I won't repeat all the achievements, but we clearly made the company more competitive, more tech-driven and getting closer to our net zero targets. On a personal note, I'm a Dutch citizen, a devoted husband and a proud father of 4, 2 girls, 2 boys, all teenagers, full house. I have a long-standing interest in world affairs. I keep following what's happening in the world, and I'm deeply motivated by the opportunity to really make a positive contribution to the lives of present and future generation. That's really what gets me out of bed. And I also believe that high-performing companies should and can be a force for good. When it comes to value, honesty, integrity and respect are important. I'm passionate about building empowered high-performing teams, and I think that's best done if these are based on trust. I'm truly excited about the prospect of leading Signify towards achieving its full potential, make it even stronger and make it grow should I be elected today to the Management Board. I look forward to serving this company, its people and its shareholders with energy and purpose. Thank you again for your time and for your kind consideration.

Thank you, As. Are there questions about the proposed appointment of Mr. As Tempelman? There are no questions. Let me now explain the voting procedure after which you can vote on the agenda items just discussed. Michiel, can you please guide us through the formal announcements and explain the voting procedure?

Thank you, Gerard. I will begin with some formal points on the voting. At the start of the meeting was present or represented a capital of 90,223,676 shares entitled to an equal amount of votes. In view of the number of issued shares that can be voted on as of the record date, this means that 72.91% of the issued share capital entitled to be voted on is either present or represented at this meeting. Prior to the meeting, shareholders could exercise their voting rights by giving a proxy to the independent notary. These votes were received by civil law notary, Cindy Smid at Zuidbroek Notarissen. She is present at this meeting and has confirmed that she shall cast the votes in accordance with the instructions that she has received. The votes that she received will be taken into account in the electronic voting during this meeting and will be jointly reflected in the voting results. As a final point, the Board of Management and the Supervisory Board did not receive any agenda proposals from shareholders. Let me now explain the voting procedure. When you -- would you please now take your voting device, you can enter your voting cards with the chip facing you. When the vote opens, you will see that the green light will light up in the upper left corner of the device. If you don't see a green light when the voting opens, please raise your hands so that we can help you. You can leave the cards in the device during the meeting. To cast your vote, please press either 1, 2 or 3. If you want to vote for a proposal, press 1. If you want to vote against the proposal, press 2. If you want to abstain, press 3. When you have made your choice, the light will turn off and your vote has been cast. If you wish to change your vote, please press the red C button on the device and enter your new choice. The last choice will be recorded. After the vote closes, the voting results will be shown here on the screen. I will then state the rounded percentage of the vote that were cast in favor of the proposal. The voting results will be published on the company's website after the meeting and will be included in the minutes of the meeting. That concludes my remarks. Back to you, Gerard.

Thank you, Michiel. We will now start the voting. The proposal that you can vote on is the appointment of Mr. As Tempelman to the Board of Management. The voting can start.

You can now cast your votes by selecting the vote of your choice. As said, 1 is for, 2 is against and 3 is abstain. If your voting device does not work, please let us know. [Voting]

The voting is closed and the screen shows the voting results. As you can see, 89.9% -- sorry, 99.9% has voted for the proposal, which means that the required majority of the proposal was met.

Thank you, Michiel. I thus conclude that the proposal is adopted and that Mr. As Tempelman is appointed as a member of the Board of Management. As, congratulations. With that, I close the Extraordinary General Meeting of Shareholders 2025. I would like to thank you all for your participation in today's Extraordinary General Meeting. Let me now invite all of you to drinks in the library adjacent to this auditorium. Thank you very much, and have a nice weekend.