Notification of the resolutions of the Annual General Meeting of the Shareholders of 11 May 2016

METAL CONSTRUCTIONS OF GREECE (METKA) S.A. announces that the Annual General Meeting of the Company’s Shareholders was held on 11 May 2016 in the Conference Hall located in the offices of the Company’s establishment in the Municipality of Maroussi, Attica (8 Artemidos Street), and was attended in conformity with the law by 139 shareholders attending either in person or by proxy and representing 38,025,915 shares, i.e. 73.20% of the Company’s paid-up share capital with right to vote. The Meeting deliberated on the items on the Agenda and, after a vote taken as provided for by the law, resolved as follows:
  1. With valid votes cast representing 73.09% of the paid-up share capital with right to vote and with  57,618shares attending and represented abstaining from the vote, the Meeting approved unanimously Item 1 on the Agenda concerning the submission and approval of the Individual and Consolidated Annual Financial Statements for the accounting period from 01.01.2015 to 31.12.2015, of the relevant Board of Directors’ and Independent Auditor’s reports, and of the Statement of Corporate Governance in accordance with article 43(a) par. 3 item (d) of Codified Law (C.L.) 2190/1920
  2. With valid votes cast representing 73.20% of the paid-up share capital with right to vote the Meeting approved by absolute majority i.e. by 95.36%  of the shares attending and represented, Item 2 on the Agenda concerning the appropriation of earnings of the accounting period from 01.01.2015 to 31.12.2015, the payment of fees to the Members of the Board of Directors from the profits of the aforementioned accounting period within the meaning of article 24 of C.L. 2190/1920, and the granting of authorisations. In particular, the Meeting approved the distribution of a dividend in the sum of twelve eurocents (€0.12) per share which, after deduction of tax at 15%, results in a net payable dividend per share of ten point two eurocents (€0.1020). The cut-off date for the dividend coupon is May 13, 2016 and the procedure for payment of the dividend to the beneficiaries shall commence on May 20, 2016. The Meeting also approved the payment of a fee up to three million euro (€3,600,000) from the profits realised in the accounting period from 01.01.2015 to 31.12.2015 within the meaning of article 24 of C.L. 2190/1920 to the Members of the Company’s Board of Directors, for services provided to the Company.
  3. With valid votes cast representing 73.09% of the paid-up share capital with right to vote and with 57.618 shares attending and represented abstaining from the vote, the Meeting approved unanimously Item 3 on the Agenda concerning the release of the Members of the Board of Directors and of the Company’s Independent Auditors from any liability for damages in connection with the management of the accounting period ended on 31.12.2015.
  4. With valid votes cast representing 72.76% of the paid-up share capital with right to vote and with 226,875 shares attending and represented abstaining from the vote, the Meeting approved by absolute majority, i.e. by 88.26% of the shares attending and represented, Item 4 on the Agenda concerning the assignment of the Company’s regular audit for the current accounting period to the Auditing Firm GRANT THORNTON S.A., having its registered office in Paleo Faliro (56 Zefyrou Ave.) and registered with the Special Register of article 13 par. 5 of Presidential Decree (P.D.) 226/1992 under SOEL Reg. No. 127. The General Meeting also authorised the Board of Directors to proceed to a final agreement with the Auditing Firm regarding the latter’s fee for the audit assigned to it of the current accounting period, which in any case shall not exceed the amount of eighty thousand nine hundred and sixty euro (€80,960.00) exclusive of VAT and expenses, in accordance with the relevant offer which the above firm has submitted to the Company, and to also send to the selected auditing firm the relevant written notification-instruction within five (5) days from the date of its selection.
  5. With valid votes cast representing 73.20% of the paid-up share capital with right to vote, the Meeting approved unanimously the amendment of the company name asfollows “METKAINDUSTRIAL – CONSTRUCTIONS.A.” and the distinctive title "METKA” with a corresponding amendment to article 1 of its Articles of Association.
  6. With valid votes cast representing 73.20% of the paid-up share capital with right to vote, the Meeting approved by absolute majority, i.e. by 98.80% of the shares attending and represented Item 5 on the Agenda and in particular the contract coming under the provisions of article 23(a) of C.L. 2190/1920.
  7. With regard to Item 7 on the Agenda, the Chairman of the General Meeting informed the Shareholders of the course of affairs of the Company and of its subsidiaries and affiliates. This was followed by discussion and the exchange of views between the Shareholders and the Chair regarding the Group’s results and prospects.
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