Decisions of first Annual General Meeting
"ADMIE (IPTO) HOLDING S.A." (or “Company”) hereby notifies that the Ordinary General Meeting of the Shareholders of the Company was held on 12th July 2018 at 11.00 a.m. at the Athens Stock Exchange premises in Athens. At the said meeting, 118 shareholders were either present or legally represented with a total of 171,659,790 common registered shares and voting rights, out of a total 232,000,000, i.e. 73.99% of the issued and paid up share capital.
The Ordinary General Meeting adopted the following resolutions on the items of the agenda, based on voting results for each item, in accordance with article 10 of Law 3884/2010. The items and resolutions are posted on the Company's website (http://admieholding.gr/):
FIRST ITEM: Submission and Approval of the annual financial statements of the company for the financial year 2017 (01.02.2017–31.12.2017) with the relevant Reports of the Board of Directors and the Statutory Auditors
The General Meeting approved the Annual Financial Statements, the Annual Report of the Board of Directors and the Auditors' Report for the fiscal year 2017 by 170,983,407 votes, i.e. by a majority of 99.61% of the votes represented in the General Meeting. Shareholders representing 0 votes voted against and shareholders representing 676,383 votes abstained from the vote.
SECOND ITEM: Exoneration of the members of the Board of Directors and the Statutory Auditors of any liability, for the fiscal year 2017 (01.02.2017 -31.12.2017), pursuant to article 35 of the Codified Law 2190/1920
The General Meeting exonerated the members of the Board of Directors and the Auditors from any liability for compensation for the fiscal year 2017, by 169,505,520 votes, i.e. by a majority of 98.75% of the votes represented in the General Meeting. Shareholders representing 1,477,887 votes voted against and shareholders representing 676,383 votes abstained from the vote.
THIRD ITEM: Appointment of Certified Auditors for the fiscal year from 01.01.2018 to 31.12.2018, pursuant to the applicable article 24 of the Articles of Association of the Company.
The General Meeting elected the audit firm “SOL S.A” for the audit of the Company's Financial Statements for the fiscal year 2018, by a majority of 158,925,606 votes, i.e. by a majority of 92.58% of the votes represented in the General Meeting. Shareholders representing 8,439,710. votes voted against and shareholders representing 4,294,474 votes abstained from the vote.
FOURTH ITEM: Approval of wages and fees paid to the executive and non-executive Members of the Board of Directors and the Members of the Audit Committee for the financial year 2017 (01.02.2017–31.12.2017) in accordance with article 24, par. 2 of Law 2190/1920 and determination thereof for the fiscal year 2018.
The General Meeting approved the remuneration paid to the members of the Board of Directors during the fiscal year 2017, pursuant to article 24 paragraph 2 of Codified Law 2190/1920 and pre-approved the payment of the above remunerations/fees for the fiscal year 2018, by a majority of 159,162,183 votes, i.e. by a majority of 92.72% of the votes represented in the General Meeting. Shareholders representing 10,220,115 votes voted against and shareholders representing 2,277,492 votes abstained from the vote.
FIFTH ITEM: Ratification of the election of new Member of the Board of Directors who replaced Member who resigned, in accordance with article 18, par. 7 of Law 2190/1920 and of the election of new Member of the Audit Committee who replaced Member who resigned
The General Meeting approved the election of new Member of the Board of Directors who replaced Member who resigned, in accordance with article 18, par. 7 of Law 2190/1920 and of the election of new Member of the Audit Committee who replaced Member who resigned, by a majority of 165,201,609 votes, i.e. by a majority of 96.24% of the votes represented in the General Meeting. Shareholders representing 4,230,706 votes vote against and shareholders representing 4,227,475 votes abstain from the vote.
SIXTH ITEM: Grant of approval for the share buy-back of the Company's own shares in accordance with article 16 of Law 2190/1920
The General Meeting granted the above approval for the share buy-back of the Company's own common shares by 169,349,626 votes, i.e. by a majority of 98.65% of the votes represented in the General Meeting. Shareholders
representing 84,139 votes voted against and shareholders representing 2,226,025 votes abstained from the vote.
SEVENTH ITEM: Miscellaneous announcements and other issues.
There was nothing up for voting.
Athens, July 12th, 2018