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MIDI Plc

AGM Information Jun 17, 2021

2069_rns_2021-06-17_e3beee1a-524e-46e4-85c1-b10ae35fce19.pdf

AGM Information

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Company Announcement

The following is a Company Announcement issued by MIDI p.l.c. ("MIDI" or the "Company") pursuant to the Listing Rules issued by the Listing Authority.

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AGM held and Board Composition

The Board of Directors announces that the Annual General Meeting ("AGM") of the Company was held on the 17 June 2021 at 1600 hours. In line with the regulations and ongoing recommendations regarding mass gatherings issued by the Public Health authorities and in the interests of the health and safety of all concerned, the AGM was held remotely in compliance with Legal Notice 288 of 2020. The AGM was also live streamed.

All resolutions on the agenda were approved, namely:

Ordinary resolutions

    1. That the Audited Financial Statements for the financial year ended 31 December 2020 and the Report of the Directors and the Auditors thereon as set out in the Annual Report be and are hereby approved.
    1. That the re-appointment of PricewaterhouseCoopers, of 78, Mill Street, Qormi, Malta as auditors of the Company be hereby approved and that the Directors are hereby authorised to fix their remuneration.
    1. That €75,000 be established as the maximum annual aggregate remuneration for all Directors in line with the previous year.

Special Business – Ordinary Resolution – Advisory Vote*

  1. That the Remuneration Report in terms of Chapter 12 of the Listing Rules as set out in the Annual Report be and is hereby approved.

*This was the first time that the Remuneration Report was being submitted to the Annual General Meeting for an advisory vote as required by the Listing Rules. An advisory vote is a non-binding vote which allows shareholders to express their opinion regarding the issue at hand.

Appointment of Directors at the AGM

At the AGM, all the Directors of the Company retired from office in terms of the Articles of Association of the Company (the "Articles"). Since there were as many nominations as there were vacancies, namely eight (8) nominations for eight (8) vacancies, no election was required. The following persons were therefore appointed directors in accordance with the Articles and will hold office up to the next AGM:

Joseph
Bonello
David Demarco
Joseph A. Gasan Alan
Mizzi
Alec
A.
Mizzi
Alfredo Muñoz Perez
Gordon Polidano Joseph
Said

Alfredo Muñoz Perez

Alfredo Muñoz Perez, holder of Spanish Passport No. XDC637659 and residing at Conde de Peñalver, 14 – 28006, Madrid, Spain has been appointed on as a non-executive director of the Company. Mr Munoz Perez is the General Manager of Mapfre Inmuebles (Real Estate) SGA, S.A, a position he has held since January 2021. He holds degree in Law and Economics from the Universidad Pontificia Comillas and a Masters in Taxation from CEF (Madrid). He joined the Mapfre Group in 1998 and has since held several executive positions, including Deputy General Manager of Mapfre Asistencia in charge of Support Areas, President and CEO of Mapfre Middlesea p.l.c. between 2011 and 2015 and COO and CEO of Mapfre Turkey. He also been a director on various subsidiaries within the Mapfre Group.

Gordon Polidano

Gordon Polidano, holder of identity card number 382386M and residing at Mount Blanche, Triq il-Kuccard, Safi, Malta, SFI1613 has been appointed as a non-executive director of the Company. Mr Polidano is the General Manager of Polidano Brothers Limited, a leading infrastructure and civil works company. Mr Polidano is also a director of companies operating two of the major hospitality properties on the island, namely The Westin Dragonara and the Marriott Malta Hotel and is also leading a start-up focused on applying sustainable engineering methods for infrastructural operations.

There are no other matters to be disclosed in relation to Mr Munoz Perez and Mr Polidano in terms of Listing Rules 5.20.5 to 5.20.9.

Report of the AGM

A copy of the report of the AGM will be available on the Company's website at http://www.midimalta.com/en/agm within 48 hours of the termination of the AGM.

Appointment of Executive Director - Mark Portelli

Following the Company's AGM, the Board of Directors of the Company re-appointed Mr Mark Portelli, holder of ID No 94965M of 10A, Forth Mansions, Ta' Xbiex Seafront, Ta' Xbiex as an executive director in terms of Article 102(3) of the Articles of Association of the Company. Mr Portelli has occupied the role of Chief Executive Officer of the Company since 1 September 2017, had served as a director of the Company for a period of two years from 22 June 2015 to 21 June 2017 and had been appointed as executive director of the Company on the 5 October 2020.

There are no other matters to be disclosed with respect to Mark Portelli in terms of Listing Rules 5.20.5 to 5.20.9.

Board Composition

The Board of Directors of the Company is therefore composed of: Alec A. Mizzi (Chairman) Joseph Bonello David Demarco Joseph A. Gasan Alan Mizzi Alfredo Muñoz Perez Gordon Polidano Mark Portelli Joseph Said

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Catherine Formosa Company Secretary

17 June 2021

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