Decisions of AGM held on 24.06.2015
Ιn accordance with paragraph 4.1.3.3 of the Athens Stock Exchange’s regulation, J&P-AVAX SA announces that the Annual General Meeting of its shareholders was held on June 24, 2015 at its headquarters, with 64,991,923 shares or 83,693% of total voting rights being represented.
Shareholders voted on the agenda as follows:
Item #1: Approval of the Directors’ Report and the Auditors’ Review Report, along with the annual financial report for the 01.01.2014-31.12.2014 period
Unanimously approved with 64,991,923 shares or 83,693% of voting rights cast in favour.
Item #2: Profit appropriation for the 01.01.2014-31.12.2014 period
Unanimously approved with 64,991,923 shares or 83,693% of voting rights cast in favour.
Item #3: Waiver of responsibility of the Board of Directors and the Auditors for the 2013 financial accounts
Unanimously approved with 64,991,923 shares or 83,693% of voting rights cast in favour.
Item #4: Election of Auditor and a substitute for the 2014 financial accounts
Unanimously approved the appointment of “BDO CERTIFIED PUBLIC ACCOUNTANTS SA” with 64,991,923 shares or 83,693% of voting rights cast in favour. The remuneration of the certified accountant to carry out the audit will be set by the Supervisory Board of the Union of Auditors, in accordance with article 18 of Presidential Decree 226/1992 and its amendments.
Item #5: Approval of remuneration of Board Directors for fiscal 2014, and initial approval of remuneration of Board Directors for fiscal 2015, in accordance with article 24 of Law 2190/1920
Approved the €900,000 total gross remuneration of Board members for 2014 and granted initial approval for an equal amount in 2015 with 63,414,887 shares or 81,662% of voting rights cast in favour and 1,577,036 shares or 2,031% of voting rights cast against.
Item #6: Approval of replacement of Board member
Unanimously approved with 64,991,923 shares or 83,693% of voting rights cast in favour of the election of Mr Alexios Sotirakopoulos as new independent, non-executive member of the Board of Directors, replacing Mr John Hastas who resigned his post.
Item #7: Election of new Board of Directors for a new term
Approved with 63,416,387 shares or 81,664% of voting rights cast in favour and 1,575,536 shares or 2,029% of voting rights cast against the election of the following Board members for a three-year term to 30.06.2018:
- Christos Joannou
Executive - Konstantinos Kouvaras
Executive - Konstantinos Mitzalis
Executive - Konstantinos Lysaridis
Executive - Stylianos Georgallides
Executive - Athena Demetriou-Eliades
Executive - Efthivoulos Paraskevaides
Non-Executive - Leoni Paraskevaides Mavronikola
Non-Executive - John Pistiolis
Non-Executive - Alexios Sotirakopoulos
Independent, Non-Executive - David Watson
Independent, Non-Executive
The assembly also elected the following members of the Audit Committee, as per article 37 of law 3693/2008:
- David Watson
Independent, Non-Executive - Alexios Sotirakopoulos
Independent, Non-Executive - Leoni Paraskevaides Mavronikola
Non-Executive
Item #8: Approval of participation of the Company in other companies and joint ventures
Unanimously approved with 64,991,923 shares or 83,693% of voting rights cast in favour.
Item #9: Authorisation as per article 23a of Corporate Law2190/1920 for signing contracts between the Company and persons described in article 23a or related companies.
Approved with 63,402,929 shares or 81,647% of voting rights cast in favour and 1,588,994 shares or 2,046% of voting rights cast against
Item #10: Authorisation as per article 23 of Corporate Law2190/1920 to Board Directors for participating in the management of companies with similar activities
Unanimously approved with 64,991,923 shares or 83,693% of voting rights cast in favour.
Item #11: Other announcements
[The alternate chairman informed shareholders of latest developments concerning the Company]
Approved with 63,402,929 shares or 81,647% of voting rights cast in favour and 1,588,994 shares or 2,046% of voting rights cast against
Marousi, June 25, 2015
THE BOARD OF DIRECTORS