Citycon to convene an extraordinary general meeting to resolve on the election of two new Board members
The Board of Directors of Citycon Oyj (“Citycon” or the “Company”) proposes, on the recommendation of the Company’s Nomination and Remuneration Committee, that the number of members of the Board of Directors shall be increased to ten and that Mr Yehuda (Judah) Angster and Mr Zvi Gordon will be elected as new members to the Board of Directors for a term of office expiring at the close of the next Annual General Meeting. Citycon will propose the election of the new members to the Board of Directors to the Extraordinary General Meeting to be held on 11 June 2020. The proposal by the Company’s Board of Directors will be found in its entirety from the notice to Citycon’s Extraordinary General Meeting that will be published later on 20 May 2020.
The proposed new Board members have extensive experience on global mixed-use real estate and residential development that the Board of Directors considers would further strengthen the real estate investment and development expertise of Citycon’s Board of Directors. Mr Judah Angster is the CEO, Principal and Founder of Dwight City Group LLC. Mr Gordon is the Vice President / Chief Investment Officer at Gazit Globe Limited. Based on the information available the Board of Directors has assessed the independence of the candidates and considered Mr Judah Angster independent of both the Company and significant shareholders and Mr Zvi Gordon independent of the Company and not independent of significant shareholders due to his employment at Gazit-Globe Ltd. Further information on the candidates for the Board of Directors will be available on the Company’s website citycon.com/egm2020 after publication of the notice.
After the proposed election of the two new members to the Board of Directors, the Board of Directors would consist of ten members, of which four in total would not be regarded as being independent of significant shareholders: three members due to their employ or service of Citycon’s main shareholder, Gazit-Globe Ltd., and one member due to his employ of Canada Pension Plan Investment Board, which wholly owns CPP Investment Board Europe S.àr.l (“CPPIBE”), a significant shareholder in Citycon. Under the Governance Agreement, as reported on 13 May 2014, Gazit and CPPIBE have undertaken, among other, to vote in Citycon’s general meetings in favour of the election of members to the Citycon Board of Directors so that no less than three members of the Board of Directors will be nominated by Gazit and no less than two members will be nominated by CPPIBE. One of the members nominated by CPPIBE shall be independent of both CPPIBE and Citycon, as defined in the Finnish Corporate Governance Code.
Espoo, 19 May 2020
Board of Directors
For further information, please contact:
Executive VP and CFO
Tel. +358 50 557 9137
Head of Investor Relations
Tel. +358 40 823 9497
Citycon is a leading owner, manager and developer of urban, grocery-anchored shopping centres in the Nordic region, managing assets that total almost EUR 4.5 billion. Citycon is No. 1 shopping centre owner in Finland and among the market leaders in Norway, Sweden and Estonia. Citycon has also established a foothold in Denmark.
Citycon has investment-grade credit ratings from Moody's (Baa3) and Standard & Poor's (BBB-). Citycon Oyj’s share is listed in Nasdaq Helsinki.