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Hellenic Telecommunications Organization S.A.

AGM Information Jun 14, 2021

2634_rns_2021-06-14_2d218d13-e3bc-409e-b3c8-21cc1bd817bf.html

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National Storage Mechanism | Additional information

RNS Number : 8489B

Hellenic Telecomms Organization S A

14 June 2021

Voting Results of the 69th Ordinary General Meeting of Shareholders of OTE S.A. of 09/06/2021

Athens, Greece - June 14, 2021 - Hellenic Telecommunications Organization S.A. (OTE S.A.), in accordance with the provisions of article 133, par. 2 of L. 4548/2018 and article 4.1.3.3 of the Athens Exchange Regulation, as in force, hereby releases the voting results of the 69th Ordinary General Meeting of Shareholders of June 9, 2021.

ISSUES
ITEM No 1: Approval of the Financial Statements of OTE S.A. in accordance with the International Financial Reporting Standards (both Separate and Consolidated) of the fiscal year 2020 (1/1/2020-31/12/2020), with the relevant Reports of the Board of Directors and the Auditors and approval of the annual profits' distribution.
ITEM No 2: Approval of the Activities Report of the OTE Audit Committee for the year 2020.
ITEM No 3: Approval, according to article 108 of Law 4548/2018, of the overall management of the Company by the Board of Directors during the fiscal year 2020 (1/1/2020-31/12/2020)  and exoneration of the Auditors for the fiscal year 2020 (1/1/2020-31/12/2020), pursuant to article 117 par. 1(c) of Law 4548/2018.
ITEM No 4: Appointment of an Audit Firm for the statutory audit of the Financial Statements (both Separate and Consolidated) of OTE S.A., in accordance with the International Financial Reporting Standards, for the fiscal year 2021 (1/1/2021-31/12/2021).
ITEM No 5: Final determination of the remuneration and expenses of the members of the Board of Directors for their participation in the proceedings of the Board of Directors and its Committees during the fiscal year 2020 (1/1/2020-31/12/2020). Determination of the remuneration and expenses of the members of the Board of Directors for their participation in the proceedings of the Board of Directors and its Committees for the fiscal year 2021 and pre-approval for their payment until the Ordinary (Annual) General Meeting of the Shareholders which will take place within 2022 and will finally determine them.
ITEM No 6: Approval of the variable remuneration of the executive members of the Board of Directors for the fiscal year 2020 (1/1/2020-31/12/2020).
ITEM No7: Remuneration Report for the members of the Board of Directors for the fiscal year 2020, according to article 112 of Law 4548/2018.
ITEM No 8: Granting of a special permission, according to articles 97 par.3, 99 par.1, 2 and 100 par.2 of Law 4548/2018, for the continuation for the period 31/12/2021 until 31/12/2022 of the insurance coverage of Directors & Officers of OTE S.A. and its affiliated companies, against liabilities incurred in the exercise of their competences, duties and powers
ITEM No 9: Publication to the Ordinary General Meeting of the Shareholders of the Company, according to article 97 par. 1 (b) of Law 4548/2018, of any cases of conflict of interest and agreements of the fiscal year 2020 which fall under article 99 of Law Ν.4548/2018 (related party transactions).
ITEM No 10: Approval of the cancellation of three million, four hundred and sixty nine thousand, five hundred (3,469,500) own shares purchased by the Company under the approved own share buy-back program in order to cancel them, with the corresponding reduction of its share capital by the amount of nine million, eight hundred and eighteen thousand, six hundred and eighty five Euros (€9,818,685.00), according to article 49 of Law 4548/2018 and the subsequent amendment of article 5 (Share Capital) of the Company's Articles of Incorporation.
ITEM No 11: Approval of the "Suitability Policy for the members of the Board of Directors", in accordance with Law 4706/2020 and the Hellenic Capital Market Commission's Circular No. 60/18.09.2020.
ITEM No 12: Election of a new Board of Directors and Appointment of independent members, pursuant to the relevant provisions of Law 4706/2020
ITEM No 13: Kind, composition and tenure of the Audit Committee.
ITEM No 14: Granting of permission, according to article 98 par.1 of Law 4548/2018 and article 14 of the Articles of Incorporation, to the Members of the Board of Directors and Officers to participate in boards of directors or in the management of OTE Group companies with the same or similar objectives.
ITEM No 15: Miscellaneous announcements
PRESENT & REPRESENTED SHAREHOLDERS
TOTAL NUMBER OF SHARES OWN SHARES TOTAL NUMBER OF SHARES WITH VOTING RIGHTS* TOTAL NUMBER OF VALID VOTES QUORUM

(AS PERCENTAGE OF VALID VOTES ON THE TOTAL NUMBER OF SHARES WITH VOTING RIGHTS*)
460,208,620 4,548,000 455,660,620 377,477,702 82.8%
VOTING RESULTS PER AGENDA ITEM
AGENDA ITEM (SUBJECT NUMBER) QUORUM

(NUMBER OF VALID VOTES)
MAJORITY

(VALID VOTES ON QUORUM (%))
VALID VOTES ON THE TOTAL NUMBER OF SHARES WITH VOTING RIGHTS* (%)
IN FAVOUR AGAINST ABSTAIN IN FAVOUR AGAINST ABSTAIN IN FAVOUR AGAINST ABSTAIN
1 377,341,526 0 136,176 100.0% 0.0% 0.0% 82.8% 0.0% 0.0%
2 NON VOTABLE ITEM
3 376,530,161 650,755 296,786 99.7% 0.2% 0.1% 82.6% 0.1% 0.1%
4 376,939,158 534,644 3,900 99.9% 0.1% 0.0% 82.7% 0.1% 0.0%
5 377,382,852 90,950 3,900 100.0% 0.0% 0.0% 82.8% 0.0% 0.0%
6 376,315,418 838,129 324,155 99.7% 0.2% 0.1% 82.6% 0.2% 0.1%
7 333,209,911 44,263,891 3,900 88.3% 11.7% 0.0% 73.1% 9.7% 0.0%
8 374,984,603 2,356,923 136,176 99.3% 0.6% 0.0% 82.3% 0.5% 0.0%
9 NON VOTABLE ITEM
10 377,473,802 0 3,900 100.0% 0.0% 0.0% 82.8% 0.0% 0.0%
11 377,382,852 90,950 3,900 100.0% 0.0% 0.0% 82.8% 0.0% 0.0%
PRESENT & REPRESENTED SHAREHOLDERS
TOTAL NUMBER OF SHARES OWN SHARES TOTAL NUMBER OF SHARES WITH VOTING RIGHTS* TOTAL NUMBER OF VALID VOTES QUORUM

(AS PERCENTAGE OF VALID VOTES ON THE TOTAL NUMBER OF SHARES WITH VOTING RIGHTS*)
460,208,620 4,548,000 455,660,620 377,477,702 82.8%
VOTING RESULTS PER AGENDA ITEM
12 The Shareholders proposed ten candidate members for the ten - member Board of Directors. The voting results have as follows:
PROPOSED / MEMBERS QUORUM

(NUMBER OF VALID VOTES)
MAJORITY

(VALID VOTES ON QUORUM (%))
VALID VOTES ON THE TOTAL NUMBER OF SHARES WITH VOTING RIGHTS* (%)
IN FAVOUR AGAINST ABSTAIN IN FAVOUR AGAINST ABSTAIN IN FAVOUR AGAINST ABSTAIN
12.1

Michael Tsamaz
335,848,716 1,674,114 39,954,872 89.0% 0.4% 10.6% 73.7% 0.4% 8.8%
12.2 Charalampos Mazarakis 335,452,544 1,741,937 40,283,221 88.9% 0.5% 10.7% 73.6% 0.4% 8.8%
12.3

 Robert Hauber
315,951,958 1,755,547 59,770,197 83.7% 0.5% 15.8% 69.3% 0.4% 13.1%
12.4

Kyra Orth
315,783,920 1,755,547 59,938,235 83.7% 0.5% 15.9% 69.3% 0.4% 13.2%
12..5

 Dominique Leroy
315,783,920 1,755,547 59,938,235 83.7% 0.5% 15.9% 69.3% 0.4% 13.2%
12.6

Michael Wilkens
315,944,630 1,755,547 59,777,525 83.7% 0.5% 15.8% 69.3% 0.4% 13.1%
12.7

 Grigorios Zarifopoulos
315,921,325 1,755,547 59,800,830 83.7% 0.5% 15.8% 69.3% 0.4% 13.1%
12.8

 Eelco Blok
351,870,797 1,142,653 24,464,252 93.2% 0.3% 6.5% 77.2% 0.3% 5.4%
12.9

Dimitrios Georgoutsos
376,641,632 685,783 150,287 99.8% 0.2% 0.0% 82.7% 0.2% 0.0%
12.10 Catherine de Dorlodot 377,021,474 265,441 190,787 99.9% 0.1% 0.1% 82.7% 0.1% 0.0%
13 352,845,502 4,692,983 19,939,217 93.5% 1.2% 5.3% 77.4% 1.0% 4.4%
14 377,473,802 0 3,900 100.0% 0.0% 0.0% 82.8% 0.0% 0.0%
15 NON VOTABLE ITEM

* Pursuant to article 50 of Law 4548/2018, the voting rights attaching to own shares are suspended and those shares are not taken into account for the calculation of quorum.

FOR FURTHER INFORMATION:

OTE GROUP INVESTOR RELATIONS

E-mail: iroffice@ote,gr

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