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DECISIONS OF THE ANNUAL GENERAL ASSEMBLY OF SHAREHOLDERS OF 17th JULY 2020


DECISIONS OF THE ANNUAL GENERAL ASSEMBLY OF SHAREHOLDERS
OF 17th JULY 2020


ITEM 1st: Approval of the Financial Statements of the fiscal year 2019, along with the Board of Director’s Annual Report and the Independent Auditors’ Report.
After voting, the General Assembly approves the Annual Financial Statements for the fiscal year 2019, the Annual Report of the Board of Directors and the Independent Auditor’s Report for the fiscal year 2019 by 21,401,805 votes, i.e. by a majority of 99.07% of the votes represented in the General Assembly.

Shareholders representing 201,126 votes voted against
Shareholders representing 0 votes abstained from the vote.
Total valid votes: 21,602,931

 

ITEM 2nd: Approval of the overall management of the Company according to article 108 of Law 4548/2018, as in force, and discharge of the Statutory Auditors of the Company from any liability for compensation for the fiscal year 2019.

After voting, the General Assembly approves the overall management of the Company for the fiscal year 2019 and discharges the Statutory Auditors of the Company from any liability for compensation for the fiscal year 2019, by 21,583,743 votes, i.e. by a majority of 99.91% of the votes represented in the General Assembly.

Shareholders representing 19,188 votes voted against
Shareholders representing 0 votes abstained from the vote.
Total valid votes: 21,602,931


ITEM 3rd: Distribution of dividend of the fiscal year 2019.

After voting, the General Assembly approved, by 21,602,931 votes, i.e. by a majority of 100.% of the votes represented in the General Assembly:
- the distribution of dividend to the Company’s Shareholders amounting to € 13.47 mil, i.e. € 0.538 per share.
- as ex-dividend date is defined the Monday, 27/07/2020.
- as dividend beneficiaries date (Record date) is defined the, Tuesday 28/07/2020.
- as commencement date of dividend payment is defined the Friday, 31/07/2020.
- as designated bank through which the payment of dividend will be made by the bank Eurobank Ergasias SA.

Shareholders representing 0 votes voted against
Shareholders representing 0 votes abstained from the vote.
Total valid votes: 21,602,931

 

ITEM 4th: Election of Independent Auditors, for the statutory audit of the financial statements of the Company for the fiscal year 2020.
After voting, the General Assembly by 21,397,045 votes, i.e. by a majority of 99.05% of the votes represented in the General Assembly, re-elects the audit firm “PricewaterhouseCoopers S.A” (with register number 113 of the Institute of Certified Public Accountants of Greece (SOEL)), for the statutory audit of the Company’s Financial Statements for the fiscal year 2020 and determines their fees at € 110.000.

Shareholders representing 205,886 votes voted against
Shareholders representing 0 votes abstained from the vote.
Total valid votes: 21,602,931

 

ITEM 5th: a) Approval of the employment contract between the Company and the Executive Chairman of the BoD Mr. YU ZengGang, b) Approval of the remuneration and fees paid to the BoD members for the fiscal year 2019 according to article 109, paragraph 1 of Law 4548/2018, and c) pre - approval of payment of their respective remuneration and fees for the fiscal year 2020 according to article 109, paragraph 1 of Law 4548/2018.

After voting, the General Assembly approved, by 21,135,264 votes, i.e. by a majority of 97.84% of the votes represented in the General Assembly,
a) the dated 22.10.2019 labor contract between the Company and the Executive Chairman of the BoD Mr. YU ZengGang, which provides:
- regular monthly gross salary of 8 thousand euros,
- payment of holiday (Christmas, Easter) and leave allowances,
- ancillary benefits (travel, mobile phone, car, food, etc.).

b) in accordance with article 109, par 1 of Law 4548/2018:
- the remuneration and fees paid during the fiscal year 2019 to the BoD members, of total gross amount € 659,533.16 that concerns in detail:
- BoD members total compensation,
- Total salary payments (based on employment contracts between the company and the members of the BoD Members YU ZengGang, FU Chengqiu and Liagkos Athanasios);
- Ancillary benefits to BoD members.
as well as
- the payment of social security charges (year 2019) corresponding to the above BoD members compensations amounted to € 75,748.75.
c) in accordance with article 109, par 1 of Law 4548/2018:
- an annual gross compensation of € 40,000.00 for each BoD member for the fiscal year 2020, equal to the annual gross compensation of fiscal year 2019;
- payment of social security charges corresponding to BoD members compensations for the year 2020;
- Total salary remuneration (based on employment contracts between the company and the BoD members YU ZengGang, FU Chengqiu and Liagkos Athanasios);
- Ancillary benefits for BoD members at the same proportional level as 2019.

Shareholders representing 467,667 votes voted against
Shareholders representing 0 votes abstained from the vote.
Total valid votes: 21,602,931.

 

ITEM 6th: Discussion and vote on the remuneration report under article 112 of law 4548/2018 for the year 2019.

After voting, the General Assembly:
Approved, by20.746.980votes, i.e. by a majority of 96.04.% of the votes represented in the General Assembly, in accordance with article 112 of Law 4548/2018, the Company’s Remuneration Report, which is available on the Company’s website: http://www.olp.gr/en/investor-information/company-news/item/5233-invitation--to-the-shareholders-of-the-ppa-sa-to-the-annual-general--meeting

Shareholders representing 855,951 votes voted against
Shareholders representing 0 votes abstained from the vote.
Total valid votes: 21,602,931


ITEM 7th: Presentation of Company’s Audit Committee Activity Report for the fiscal year 2019

The Company’s Audit Committee Activity Report for the fiscal year 2019, was brought to the attention of the General Assembly of the Shareholders, which is available on the Company’s website: http://www.olp.gr/en/investor-information/company-news/item/5233-invitation--to-the-shareholders-of-the-ppa-sa-to-the-annual-general--meeting

 

ITEM 8th: a) Reelection of existing Audit Committee members Mr. KWONG Che Keung Gordon and Mr. Arvanitis Nikolaos; b) Election of a new member of the Audit Committee (representative of HRDH) Mr. Karamaneas Charalambis in replacement of resigned member Mr. Liagkos Athanasios and c) Appointment of the term of the Audit Committee of PPA SA

After voting, the General Assembly approves, by 21,208,886 votes, i.e. by a majority of 98.18% of the votes represented in the General Assembly:

a) the retention of the three-member composition of the Audit Committee
b) the re-election of its existing members Mr. KWONG Che Keung Gordon and Mr. Arvanitis Nikolaos, who separately meet the requirements of Article 44 par. 1 of Law 4449/2017, as in force;
c) the election of Mr. Karamaneas Charalambis, in accordance with the relevant letter of the HRADF dated 17/06/2020 (pursuant to the article 12 of the Company's Articles of Association), as a new member of the Audit Committee in replacement of the resigned member of the Audit Committee Mr. Liagkos Athanasios, . The new Audit Committee member Mr. Karamaneas Charalambis has sufficient knowledge in the subject in which the Company operates and also meets the conditions of article 44 par. 1 of Law 4449/2017, as in force
d) the re-election of Mr. KWONG Che Keung Gordon as Chairman of the Audit Committee; and
e) the appointment of a three-year term for the Chairman and the members of the Audit Committee, which will automatically expire when they cease to be members of the Board of Directors for any reason, in which case the Company will make a legal replacement, in order to maintain each time the three-member composition of the Committee.

Shareholders representing 394,045 votes voted against
Shareholders representing 0 votes abstained from the vote.
Total valid votes: 21,602,931.