shareholder base

Due to our large geographical presence we have a wide spread of shareholders over the globe. We have a relative high presence in Dutch based shareholders due to our Dutch roots. Our founder, Frits Goldschmeding, is the largest holder, followed by ING Group. Under the Disclosure of Major Holdings in Listed Companies Act, shareholders are obliged to give notice of interests exceeding certain thresholds to the Netherlands Authority for the Financial Markets (AFM).

ordinary shares

The issued share capital of Randstad Holding nv currently consist of approximately 180.1 million ordinary shares. The ordinary shares have equal voting rights (1 share = 1 vote). As per December 31st 2013, the holders of approximately 95.5% of ordinary shares have been able to make unrestricted use of their voting rights at the Annual General Meeting of shareholders. The other 4.5% of ordinary shares has been converted into depository receipts. A foundation, Stichting Administratiekantoor Randstad Optiefonds, holds those shares to which the attached voting rights are vested. The depository receipts issued by Stichting Administratiekantoor Randstad Optiefonds are fully exchangeable into ordinary shares and are held by Stichting Randstad Optiefonds. Frits Goldschmeding, the company's founders is the sole board member of Stichting Administratiekantoor Randstad Optiefonds.

preference shares

The foundation of Stichting Administratiekantoor Preferente Aandelen Randstad Holding holds Type-B and Type-C preference financing shares. The voting rights attached to these shares which can be exercised at an Annual General Meeting of shareholders are aligned with the historical capital contribution and are vested in this foundation. The Type-C shares are split into two type of shares: C1 and C2. The board members of the foundation are fully independent of both the company's management and other shareholders.

Share capital and voting rights at an AGM (position as at May, 2014)

Type of share number outstanding number of voting rights during AGM
ordinary shares 180,109,671 180,109,671
preference B shares 25,200,000 3,600,000
preference C 1 shares 14,566,133 1,000,000
preference C 2 shares 35,564,219 4,600,000

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