22/06/2022
ANNOUNCEMENT
DECISIONS OF THE ANNUAL GENERAL MEETING
"MARFIN INVESTMENT GROUP HOLDINGS S.A." hereby announces that the Company's Annual General Meeting of Shareholders took place today and was attended in person or by proxy by 14 shareholders who represented 305,281,995 shares corresponding to 32.49% of the Company's share capital. All items on the Agenda were discussed and resolved on, as follows:
Item 1: Approval of the Separate and Consolidated Annual Financial Statements for the financial year 2021 and of the relevant Reports of the Board of Directors and the Statutory Auditors. - It was resolved that the Separate and Consolidated Annual Financial Statements for the year ended on 31.12.2021 on one hand, and the Board of Directors' and Certified Auditors on the other be approved.
For: 305,281,995 votes corresponding to 100% of the represented share capital.
Against: 0 votes.
Abstain: 0 votes.
Item 2: Approval of the overall management during the financial year 2021. - It was resolved that the overall management for the financial year 2021 pursuant to article 108 of L. 4548/2018 be approved.
For: 305,281,995 votes corresponding to 100% of the represented share capital.
Against: 0 votes.
Abstain: 0 votes.
Item 3: Discharge of the Statutory Auditors from any liability with regard to the
financial year 2021. - It was resolved that the Certified Accountants/ Auditors be discharged from all liability with regard to the activities of financial year 2021, pursuant to article 117 § 1 c) of L. 4548/2018.
For: 305,243,205 votes corresponding to 99.99% of the represented share capital.
Against: 38,790 votes corresponding to 0.01% of the represented share capital.
Abstain: 0 votes.
Item 4: Appointment of audit firm for the financial year 2022. - It was resolved that the audit company "Grant Thornton S.A.", with registered office in Athens of Attiki, at 58 Katechaki street, registered in the Special Registry referred to in §5, article 13 of presidential decree nr. 226/1992 under registration nr. 127, will assume the statutory audit of the financial statements of the current financial year.
For: 295,094,500 votes corresponding to 96.66% of the represented share capital.
Against: 10,187,495 votes corresponding to 3.34% of the represented share capital.
Abstain: 0 votes.
Item 5: Submission of the Activities Report of the Audit Committee in financial
year 2021. - Τhe Activities Report of the Company's Audit Committee in financial year 2021 was presented to the shareholders.
Item 6: Submission of the Remuneration Report for the financial year 2021. - The Remuneration Report of the Company for the financial year 2021, which has been posted on the Company's website, was submitted to the General Meeting for discussion and advisory voting took place in respect thereof according to law.
For: 305,243,205 votes corresponding to 99.99% of the represented share capital.
Against: 38,790 votes corresponding to 0.01% of the represented share capital.
Abstain: 0 votes.
Item 7: Approval of remuneration pursuant to article 109 of L. 4548/2018. - It was
resolved to approve: (i) the remuneration paid to Members of the Board of Directors from the Annual General Meeting of 2.6.2021 until today's General Meeting; and (ii) the pre-payment of remuneration to Members of the Board of Directors until the next Annual General Meeting that will take place within 2023, which will not exceed annually the amount of €460,000.00, according to article 109 of L. 4548/2018.
For: 305,281,995 votes corresponding to 100% of the represented share capital.
Against: 0 votes.
Abstain: 0 votes.
Item 8: Submission of the Report of the Independent Non Executive Directors. -
The Report of the Independent Non Executive Directors was presented to the shareholders pursuant to article 9 para. 5 of L. 4706/2020.
Item 9: Election of Members of the Board of Directors - Appointment of Independent Members in the Board of Directors. - The following were elected as
Members of the Board of Directors:
- Petros Katsoulas,
- Georgios Efstratiadis,
- Stavroula Markouli,
- Loukas Papazoglou,
- Konstantinos Galiatsos,
- Stefanos Capsaskis,
- Efstratios Chatzigiannis.
Messrs Petros Katsoulas, Konstantinos Galiatsos, Stefanos Capsaskis and Efstratios Chatzigiannis, were appointed as Independent Non-Executive Members of the Board of Directors fulfilling the independence criteria provided for by law.
It was resolved that the term of office of the Board of Directors shall be three years, extending automatically until the annual general meeting that will take place after its expiry.
For: 305,281,995 votes corresponding to 100% of the represented share capital.
Against: 0 votes.
Abstain: 0 votes.
Item 10: : Determination of the type of Audit Committee, the term of office, the number and the capacities of its Members - Election of Audit Committee members. - It was resolved as follows:
- The nature of the Audit Committee as committee of the Board of Directors,
- The term of the Audit Committee as corresponding to that of the Board of Directors,
- The numbers of its members as three (3) and
- The capacities of the members of the Committee to consist of three (3) non executive members of the Board of Directors, who may be independent by majority or in whole.
Messrs Stefanos Capsaskis, Konstantinos Galiatsos and Efstratios Chatzigiannis were elected as members of the Audit Committee.
For: 303,232,173 votes corresponding to 99.33% of the represented share capital.
Against: 2,049,822 votes corresponding to 0.67% of the represented share capital.
Abstain: 0 votes.
Item 11: Various announcements. - Announcements of the Board of Directors.
Attachments
Disclaimer
Marfin Investment Group SA Holdings published this content on 22 June 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 22 June 2022 14:28:15 UTC.
