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Bank of Valletta plc

AGM Information May 29, 2025

2043_rns_2025-05-29_a05c892c-a1a4-4181-b1a0-9527582dd44b.pdf

AGM Information

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BOV510

COMPANY ANNOUNCEMENT

The following is a Company Announcement issued by Bank of Valletta p.l.c. pursuant to the Capital Markets Rules issued by the Malta Financial Services Authority:

Quote

Annual General Meeting – Resolutions Approved

Reference is made to the Bank of Valletta p.l.c. (the 'Bank' or the 'Company') Annual General Meeting ('AGM'), held earlier on today the 29 May 2025. Further to Company Announcement BOV 507 published on the 8 May 2025, all the Ordinary Resolutions, Ordinary Resolutions Special Business and Extraordinary Resolution Special Business, were approved. Resolution 8 (Share Buy-Back (noncancellable) has been approved during the AGM subject to regulatory approval. The market will be updated upon receipt of the required regulatory approval.

Appointment of Directors

Three (3) vacancies for Non-Executive Director arose during the Annual General Meeting. Pursuant to Article 25 of the Company's Articles of Association, the Bank issued a call for nominations. Following a thorough evaluation process, the Nominations Committee determined that three (3) nominations, namely those of Ms. Ingrid Azzopardi, Ms Deborah Schembri and Prof Sue Vella meet the criteria for the position of Non-Executive Director as set out in Article 25.4.1 of the Company's Articles of Association. Therefore, Ms. Azzopardi, Ms. Schembri and Prof Vella were automatically appointed as Non-Executive Directors at the Annual General Meeting, and no election for Non-Executive Directors was held. The appointments of Ms. Azzopardi and Prof Vella are subject to regulatory approval and their appointment will become effective from the date of such approval.

• Ms Ingrid Azzopardi

Ms Ingrid Azzopardi resides at 2, Fair Play, Triq Ignazio Gavino Bonavita, Pembroke. Ingrid Azzopardi is a Chartered Director and heads the Internal Audit Function at Tumas Group. She has a B.A. Hons Accountancy Degree and a Master in Accountancy. Ms Azzopardi is a Certified Public Accountant and Auditor with internal audit experience in the telecoms, banking, gaming, hospitality and real estate industries. Her career spans over 30 years leading internal audit functions.

Ms Azzopardi has sat on various boards in the public and private sectors with focus on housing, culture, insurance and banking. She has also chaired audit and risk committees in the assurance and banking sectors. In her career, Ms Azzopardi has worked in fraud prevention, investigations, security and risk management as well as on sustainability. Ms Azzopardi is the Deputy Chair on the Board of Administrators of the Malta ESG Alliance and holds a certificate in Business Sustainability Management from the University of Cambridge. She is a Fellow of the Malta Institute of Accountants, a Member of the UK Institute of Directors and a Member of the Institute of Internal Auditors – Malta Chapter.

• Prof Sue Vella

Prof Sue Vella resides at 7, Templars, Triq il-Konti G.A. Ciantar, Birkirkara. Prof Sue Vella brings over 20 years of senior leadership experience to the Board. A seasoned executive, she has held top management roles at the Employment and Training Corporation and Malta Enterprise. She was a member of the EU's Treaty-based Employment Committee for seven years and chaired its technical group and has served actively on the governance boards of various public and non-governmental organisations. Among these, Prof Vella served as a nonexecutive director of HSBC Bank Malta between 2016 and 2022.

Prof Vella currently lectures in social policy at the University of Malta, covering (among others) policy analysis; strategy and planning; governance and management; and European social policy. She conducts research in various social domains and currently coordinates the Malta team on the European Social Policy Analysis Network.

Her academic expertise and management experience span a broad range of areas relevant to a large financial institution, including corporate governance, strategic planning, risk oversight, customer satisfaction, and sustainability. Prof Vella holds a Ph.D. in social policy from the University of York; an M.Sc. in social policy and planning from the London School of Economics; and undergraduate qualifications in psychology and applied social studies from the University of Malta.

Board Composition

Thus, following the Fifty First (51st) Annual General Meeting, the Board of Directors of the Company is composed of the following Directors:

  • 1) Cordina Gordon (Chairperson)
  • 2) Angeli Nicola
  • 3) Azzopardi Ingrid (subject to Regulatory approval)
  • 4) Bonnici West Christian
  • 5) Bugeja Diane
  • 6) Farrugia Kenneth
  • 7) Grech Anatoli

  • 8) Mangion Anita
  • 9) Sammut Hadrian
  • 10) Schembri Deborah
  • 11) Spiteri Jonathan
  • 12) Suban Robert
  • 13) Vella Sue (subject to Regulatory approval)

The Chairperson, on behalf of the Board of Directors, thanked Mr Godfrey Swain and Mr James Grech for their valid input and contribution as Non-Executive Directors and augured them every success in their future endeavours.

Unquote

Dr. Ruth Spiteri Longhurst B.A., LL.D. Company Secretary

29 May 2025

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