Decisions of the Annual General Meeting
AUTOHELLAS
DECISIONS OF THE ANNUAL GENERAL MEETING
(15.07.2020)
“AUTOHELLAS Tourist and Trading Société Anonyme” (hereinafter referred to as “Company”) announces that, according to ATHEX article 4.1.3.3, its Annual General Meeting took place on July, 20th 2020, 13:00pm at the company's headquarters in Kifissia, 31 Viltanioti str. 51 shareholders were present or represented with 37.109.563 voting rights out of a total 48,855,000 shares, or 75,96% of total share capital.
The following decisions were taken by the Annual General Meeting:
SUBJECT 1: Approved by majority the Annual Financial Statements (Company and Consolidated) for the fiscal year ended on 31.12.2019, the respective management report of the Board of Directors and the audit certificate of the Company's Statutory Auditors.
More specifically:
Valid votes: 37.109.563 (namely 75,96% of the share capital and 100% of the present shareholders).
For: 36.516.997 (74,75%), Against: 0, Abstain: 592.566 (1,21%).
SUBJECT 2: Approved by majority the overall management of the members of the Board of Directors for the year 2019 and the discharge of Statutory Auditors for fiscal year 2019.
More specifically:
Valid votes: 37.109.563 (namely 75,96% of the share capital and 100% of the present shareholders).
For: 36.516.997 (74,75%), Against: 0, Abstain: 592.566 (1,21%).
SUBJECT 3: Elected by majority PRICEWATERHOUSECOOPERS S.A. to conduct the Company's auditing for the fiscal year 2020 and approved their remuneration.
More specifically:
Valid votes: 37.109.563 (namely 75,96% of the share capital and 100% of the present shareholders).
For: 36.522.897 (74,76%), Against: 0, Abstain: 586.666 (1,20%).
SUBJECT 4: Unanimously approved the proposed earnings distribution with a dividend payment of €0.23 per share for the fiscal year 2019. Dividends are subject to 5% withholding tax in compliance with the current legislation, therefore the net amount payable will be €0,2185 per share. As of July, 20th 2020 (cut-off date), shares will trade without the right to receive dividend. Beneficiaries of the dividend are those shareholders registered to the company's records in the Dematerialized Securities System as of Tuesday, July 21st, 2020 (Record Date). According to the aforementioned, dividend payment will commence on Friday July, 24th 2020 through ALPHA BANK.
More specifically:
Valid votes: 37.109.563 (namely 75,96% of the share capital and 100% of the present shareholders).
For: 36.522.897 (74,76%), Against: 0, Abstain: 586.666 (1,20%).
SUBJECT 5: Elected for by majority the Remuneration Report, Article 112 Law 4548/2018 for fiscal year 2019.
More specifically:
Valid votes: 37.109.563 (namely 75,96% of the share capital and 100% of the present shareholders).
For: 33.384.438 (68,33%), Against: 3.138.459 (6,42%), Abstain: 586.666 (1,20%).
SUBJECT 6: Approved by majority the Board of Directors members' remuneration for fiscal year 2019 and granted permission on the advance payments to Board of Directors' members for current year 2020.
More specifically:
Valid votes: 37.109.563 (namely 75,96% of the share capital and 100% of the present shareholders).
For: 36.522.897 (74,76%), Against: 0, Abstain: 586.666 (1,20%).
SUBJECT 7: Approved by majority the proposed amendment of the approved by the decision of 18.12.2019 extraordinary general meeting of the Company's Remuneration Policy for the members of the Board of Directors of the Company, which added the ability of introducing share distribution programs to the executive members of the Board of Directors, according to the respective current framework.
More specifically:
Valid votes: 37.109.563 (namely 75,96% of the share capital and 100% of the present shareholders).
For: 36.464.333 (74,64%), Against: 58.564 (0,12%), Abstain: 586.666 (1,20%).
SUBJECT 8: Granted by majority the approval to the Board of Directors for the establishment of a treasury shares purchase program of the Company, in accordance with article 49 of Law 4548/2018, within the framework set by the General Meeting.
More specifically:
Valid votes: 37.109.563 (namely 75,96% of the share capital and 100% of the present shareholders).
For: 36.464.333 (74,64%), Against: 58.564 (0,12%), Abstain: 586.666 (1,20%).
SUBJECT 9: Authorized by majority the Board of Directors to adopt a shares disposal program in the form of a stock option plan to acquire shares and the conditions of article 113 of Law 4548/2018, to employees and members of the Board of Directors of the Company.
More specifically:
Valid votes: 37.109.563 (namely 75,96% of the share capital and 100% of the present shareholders).
For: 35.735.807 (73,15%), Against: 480.850 (0,98%), Abstain: 892.906 (1,83%).
SUBJECT 10: Approved by majority the Granting of Authorization towards members of the Board of Directors and Directors of the Company to participate in the management of companies in the share capital of which the Company participates.
More specifically:
Valid votes: 37.109.563 (namely 75,96% of the share capital and 100% of the present shareholders).
For: 36.522.897 (74,76%), Against: 0, Abstain: 586.666 (1,20%).
SUBJECT 11: Briefing from the Audit Committee's Chairperson to the shareholders on the actions undertaken by the Audit Committee.
There was no special comment.