AUTOHELLAS

DECISIONS OF THE ANNUAL GENERAL MEETING

(31.03.2021)

 

“AUTOHELLAS Tourist and Trading Société Anonyme” (hereinafter referred to as “Company”) according to ATHEX article 4.1.3.3, announces that its Annual General Meeting took place on 31 March 2021, 13:00pm, in its entirety by participation of the shareholders from a distance either via teleconference in real time or by vote letter and without the natural presence of the shareholders, according to article 125 of Law 4548/2018 and article 10 par.3 of the Company's Articles of Association due to material reasons as provided for in article 120 par.3 of Law 4548/2018, i.e. the urgent need to take preventional measures in order to restrict the spread of coronavirus SARS-COV-2. In the General Meeting 50 shareholders were present or represented with 34,770,324 voting rights out of a total 48,855,000 shares, or 72,12% of total share capital.

 

The following decisions were taken by the Annual General Meeting:

 

SUBJECT 1: Approved by majority the annual and consolidated Financial Statements for the fiscal year ended on 31.12.2020, together with the annual single management report and the auditors' report.

 

More specifically:

Valid votes: 34,770,324 (namely 72.12% of the share capital and 100% of the present shareholders).

For: 34,762,587 (99.98%), Against: 0, Abstain: 7,737 (0.02%).

 

SUBJECT 2:  Approved by majority the overall management of the members of the Board of Directors for the financial year 2020 and the acquittal of the certified auditors from compensation liability for fiscal year 2020.

 

More specifically:

Valid votes: 34,770,324 (namely 72.12% of the share capital and 100% of the present shareholders).

For: 34,762,587 (99.98%), Against: 0, Abstain: 7,737 (0.02%).

 

SUBJECT 3: Unanimously elected PRICEWATERHOUSECOOPERS S.A. to conduct the Company's and Group's auditing for fiscal year 2021 and determined their fee.

 

SUBJECT 4: Unanimously approved the proposed earnings distribution with a dividend payment of €0.23 per share for the fiscal year 2020. 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 Wednesday, April, 07th 2021 (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 Thursday, April 08th, 2021 (Record Date). According to the aforementioned, dividend payment will commence on Tuesday, April 13th 2021 through ALPHA BANK.

 

SUBJECT 5: Voted in favor by majority on the Remuneration Report, Article 112 Law 4548/2018 for fiscal year 2020.

 

More specifically:

Valid votes: 34,770,324 (namely 72.12% of the share capital and 100% of the present shareholders).

For: 34,759,486 (99.97%), Against: 10,838 (0,03%), Abstain: 0.

 

SUBJECT 6: Unanimously approved the amendment of article 10 of the Company Articles of Association.

 

SUBJECT 7: Unanimously approved the suitability policy for the members of the Board of Directors of the Company.

 

SUBJECT 8: Elected by majority the new Board of Directors: (a) Emmanouela Vasilaki, (b) Eftichios Vasilakis, (c) Georgios Vasilakis, (d) Dimitrios Mangioros, (e) Garyfallia Pelekanou, (f) Spyridon (Spyros) Flengas, (g) Konstantinos Sfakakis, (h) Marinos Υiannopoulos, (i) Nikolaos Goulis.

 

More specifically:

Valid votes: 34,770,324 (namely 72.12% of the share capital and 100% of the present shareholders).

For: 33,547,102 (96.48%), Against: 1,223,222 (3.52%), Abstain: 0.

 

SUBJECT 9: Elected by majority as members of the Audit Committee, Mr. Konstantinos Sfakakis, Mr. Marinos Giannopoulos and Mrs. Eleni Inglezou.

 

More specifically:

Valid votes: 34,770,324 (namely 72.12% of the share capital and 100% of the present shareholders).

For: 33,547,102 (96.48%), Against: 1,223,222 (3.52%), Abstain: 0.

 

SUBJECT 10: Unanimously approved the proposed amendment of the Remuneration Policy dated 18.12.2019 for the members of the Board of Directors of the Company, as valid, by which certain provisions wereadded for the compliance of the Company with the provisions of article 10 of L. 4706/2020 on organization and functioning of the Nominations and Remunerations Committee of the Company which is to be established by the BoD.

 

SUBJECT 11: Unanimously approved 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.

AUTOHELLAS DECISIONS OF THE ANNUAL GENERAL MEETING