Decisions of the Ordinary Shareholders’ General Assembly dated June 28, 2017

Today, the 28th day of June 2017, the  Ordinary Shareholders' General Assembly of GEK TERNA S.A. took place, in which participated 127 Shareholders holding 67,658,819 shares and voting rights, thus a percentage of 65.42% of the Share Capital.

Item 1:  The General Assembly, with 67,407,903 votes in favor (99.63% of the votes) and 250,916 abstained (0.37% of the votes), out of a total of 67,658,819, approved the Financial  Statements (company and consolidated) for the financial year 2016, as these have been posted at the Company's and the Athens Stock Exchange websites and were analytically presented in the Annual Financial Report, which was distributed to the shareholders present in the Assembly. 

Item 2:  The General Assembly, with 66,247,777 votes in favor (97.91% of the votes), 1,160,126 against (1.71% of the votes) and  250,916 abstained (0.37% of the votes), out of a total of 67,658,819, discharged individually and collectively all the Members of the Board of Directors and the Chartered Auditor from every liability or indemnification deriving from the exercise of their duties for the financial year 2016.

Item 3:  The General Assembly, unanimously, with 67,658,819 votes in favor, elected from the members of the company “GRANT THORNTON” Mr. Pavlos Stellakis as Regular Chartered Auditor for the financial year 2017 and Ms. Dimitra Pagoni as Deputy, setting their remuneration in accordance with fees based on the ones paid for the year 2016 as may be adjusted depending on the audit requirements.

Item 4: The General Assembly, unanimously, with 67,658,819 votes in favor, accepted the election on April 26, 2017 of Mr. Gagik Apkarian as a new non – executive member of the BoD, replacing Mr. Vassilios Delikaterinis

Item 5: The General Assembly with 61,130,801 votes in favor (90.35% of the votes) and 6,528,018 against (9.65% of the votes), out of a total of 67,658,819,  elected a new Board of Directors to manage the Company for four years from today, with the possibility of extension of its term until the convocation of the Ordinary General Assembly by 30th June 2021 the latest, which consists of the following persons: Demetrios Antonakos, Konstantinos Vavaletskos, Emmanouel Vrailas, Michail Gourzis, Nikolaos Kampas, Spyros Capralos, Emmanouel Moustakas, Aggelos Benopoulos, Georgios Peristeris, Georgios Perdikaris, Apostolos Tamvakakis andGagik Apkarian

Messrs Spyros Capralos, Apostolos Tamvakakis and Gagik Apkarian fulfill the requirements of Law 3016/2002 about corporate governance, as amended and currently in force, and have been elected as independent non executive members of the Board of Directors.

Item 6: The General Assembly with 67,595,005 votes in favor (99,91% of the votes) and 63,814 against (0.09% of the votes), out of a total of 67,658,819, approves of the appointment of the members of the BoD, Messrs Nikolaos Kampas – non executive member and Apostolos Tamvakakis – independent non executive member and Aggelos Tagmatarhis who is not a member of the BoD but fulfills the provisions of independence of L.3016/2002 as members of the Audit Committee, according to the provisions of article 44 of Law 4449/2017. Both Mr. Tamvakakis and Mr. Tagmatarhis have proven adequate knowledge in accounting and auditing and Mr Kampas, as well as the other members, has adequate knowledge of the sector in which the company is active.

Item 7:  The General Assembly approved, with 65,602,872 votes in favor (96,96% of the votes), 1,908,408 against (2.82% of the votes) and  147,539 abstained (0.22% of the votes), out of a total of 67,658,819, the payment of 70,000.00 € during 2016 to the Board member, Mr. Emmanuel Moustakas, as fees for services rendered in several Company projects and sectors and decided to continue the payment of fees to Mr. Moustakas as well as to any other Board Member, under the condition that they provide services in several projects and sectors of the Company, whereas the Board of Directors is authorized to define the level of such fees.

Moreover, the General Assembly approved of the provision of services, loans, credits and other guarantees in favor of subsidiaries or related companies, according to the definition of article 32 of L. 4308/2014, to financial institutions as well as the implementation of works, with the purpose of pursuing the business of such companies, which in such a manner serve the corporate interests and promote the statutory scope of business of the Company.

Item 8: The General Assembly, unanimously with 67,658,819 votes in favor, according to the art. 24 par.2 of the C.L. 2190/1920, granted its approval for remuneration to the members of the BoD for the fiscal year 2016  amounting to € 75,000.00 and its preliminary approval for remuneration to the members of the B.o.D and Committees for the fiscal year 2017 up to the total gross amount of € 500.000.

Item 9:  The General Assembly, unanimously with 67,658,819 votes in favor, gave its permission and approval for the participation of Members of the Board of Directors and Executives of the Company in the management of other companies, which are in any way connected with the Company.

Regarding the 10th item of the Agenda “Various Announcements, approvals and discussion about items of general interest” no such items were presented for approval and decision making and the Management informed the present Shareholders about the recent developments in the business activities of the Company.


Search
Toolbox
Market

Composite index

Calendar

FinancialCalendarPortlet

Asset Publisher