Decisions of the Shareholders' Ordinary General Assembly held on May 2, 2019
Today, the 2nd day of May 2019, TERNA ENERGY FINANCE S.A. held the Ordinary General Assembly, in which the sole shareholder TERNA ENERGY SA participated legally and the following decisions were made:
Item 1: The General Assembly approved the Financial Statements for the fiscal year 2018, as these statements were posted on the Company's website as well as on the website of the Athens Stock Exchange and as they were analytically presented in the Annual Financial Report.
Item 2: The General Assembly approved the overall management during the fiscal year 2018.
Item 3: The General Assembly decided not to distribute any profits.
Item 4: The General Assembly discharged the Auditor from every liability or indemnification obligation deriving from the exercise of his duties for the fiscal year 2018.
Item 5: The General Assembly elected the auditing firm GRANT THORNTON, for the audit of the Financial Statements of 2019, with fees based on the ones paid for the year 2018 as may be adjusted depending on the audit requirements.
Item 6: The General Assembly confirmed the replacement of the BoD Merber Mr. Aggelos Tagmatarhis by Mr. Georgios Mergos, Economist, in the position of independent non-executive member, who fulfills the conditions of independence, according to the provisions of Law 3016/2002.
Item 7: The General Assembly elected a new Audit Committee, consisting of Mr. Georgios Mergos, independent non-executive member, in the position of the Chairman of the Committee, Mr. Baslis Constantinos, independent non-executive member and Mrs. Chatziarseniou Dimitra, Vice-Chairman of the BoD and executive member, as members of the Committee. The above composition of the Audit Committee meets the provisions of Law 4449/2017, fulfills the condition of independence in accordance with the law and its Chairman has sufficient knowledge of auditing and accounting.
Item 8: The General Assembly granted 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 connected to the Company in any way.
Item 9: The General Assembly adjusted the Company's Articles of Association to the provisions of Law 4548/2018, also codifying its articles in a single text and eliminating the transitional provisions.
Regarding Item 10 “Various announcements, approvals and discussion of issues of general interest” no issues for approval and decision making were raised.
The Company's Management made reference to issues related to the Company's regular operation.