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Atlantic Grupa d.d. AGM Information 2021

Jun 16, 2021

2082_agm-r_2021-06-16_d37eb79d-4dff-4ef6-981e-345d1600bf47.pdf

AGM Information

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ATLANTIC GRUPA d.d. Miramarska 23 10 000 Zagreb

SECURITY: ATGR / ISIN:HRATGRRA0003 3ATG2/ ISIN: HRATGRO25CA5 LEI: 3157002G3ENYCZEB1A25 HOME MEMBER STATE: Croatia REGULATED MARKET SEGMENT: Prime Market of the Zagreb Stock Exchange

Zagreb, 16 June 2021

- regulated information

Notice on Decisions adopted at the General Assembly

The General Assembly of Atlantic Grupa d.d. was held on June 16 th , 2021, at the Headquarters of the Company, Miramarska 23, Zagreb. The Chairman of the General Assembly was Prof.Ph.D Siniša Petrović and the General Assembly was attended by 3.107.989 votes or 93,41% of the total number of shares of the Company with the voting right. According to the announced Agenda of the Assembly of Atlantic Grupa d.d.:

    1. Opening of the General Assembly, establishing the present and represented shareholders
    1. Annual financial statements and consolidated financial statements of Atlantic Grupa for 2020, Annual Report on the Status and of Business Operations Management of the Company for BY 2020 and the Supervisory Board's Report on the Performed Supervision of Business Operations Management of the Company in BY 2020
    1. Decision on the approval of the Report on remuneration for 2020
    1. Decision on use of retained earnings of the Company realized in the previous business years and use of earnings for the BY 2020
    1. Decision on issuing the note of release to the members of the Supervisory Board of the Company for BY 2020
    1. Decision on issuing the note of release to the members of the Management Board of the Company for BY 2020
    1. Decision on the election of two members of the Company's Supervisory Board
    1. Decision on the election of a member of the Audit Committee of the Company's Supervisory Board
    1. Decision on the amendments to the Articles of Association of Atlantic Grupa d.d.
    1. Decision on the appointment of Auditors of the Company for the year 2021

the General Assembly of Atlantic Grupa d.d., adopted the following decisions:

Ad 3:

"

    1. The Report on remuneration for 2020 with the accompanying Auditor's Report, which are published as the Attachment 3 to the Invitation to this General Assembly, and which make an integral part of this Decision, are approved.
    1. This Decision enters into force as of the date of its adoption."

Ad 4.

"

    1. In the business year ending on 31 December 2020, Atlantic Grupa has realized a consolidated net income after minority interests in the amount of HRK 341,729,554.00 (three hundred forty one million seven hundred twenty nine thousand five hundred fifty four kuna and zero lipa), while Atlantic Grupa d.d. (hereinafter: the Company) has realized the net income of HRK 224,534,100.62 (two hundred twenty four million five hundred thirty four thousand one hundred kuna and sixty two lipa).
    1. The dividend in the amount of HRK 40.00 (forty kuna and zero lipa) per share shall be distributed to the shareholders of the Company in proportion to the number of shares held by each shareholder. The dividend shall be paid from the entire retained earnings of the Company realized in the business year 2019 in the amount of HRK 109,960,444.89 (one hundred nine million nine hundred sixty thousand four hundred forty four kuna and eighty nine lipa) and from the part of the Company's profit realized in the business year 2020.
    1. The dividend shall be paid to all shareholders of the Company registered as such in the depository of the Central Depository and Clearing Company d.d. on 24 June 2021 (record date). The date on which the Company shares will be traded without the right to dividend payment shall be 23 June 2021 (ex date). The claim for dividend payment shall become due on 7 July 2021 (payment date).
    1. The net profit realized in the business year 2020 remaining after the dividend distribution in accordance with items 2 and 3 of this Decision shall remain in the retained (undistributed) profit of the Company."

Ad 5.

"

    1. The note of release has been given to Zdenko Adrović, the member and the President of the Supervisory Board of Atlantic Grupa d.d. for business year 2020.
    1. The note of release has been given to Siniša Petrović, the member and the Vice President of the Supervisory Board of Atlantic Grupa d.d. for business year 2020.
    1. The note of release has been given to Aleksandar Pekeč, the member of the Supervisory Board of Atlantic Grupa d.d. for business year 2020.
    1. The note of release has been given to Franz Josef Flosbach, the member of the Supervisory Board of Atlantic Grupa d.d. for business year 2020.
    1. The note of release has been given to Lars Peter Elam Håkansson, the member of the Supervisory Board of Atlantic Grupa d.d. for business year 2020.
    1. The note of release has been given to Anja Svetina Nabergoj, the member of the Supervisory Board of Atlantic Grupa d.d. for business year 2020.
    1. The note of release has been given to Monika Elisabeth Schulze, the member of the Supervisory Board of Atlantic Grupa d.d. for business year 2020."

Ad 6.

"

    1. The note of release has been given to Emil Tedeschi, the member and the President of the Management Board of Atlantic Grupa d.d. for business year 2020.
    1. The note of release has been given to Neven Vranković, the member of the Management Board of Atlantic Grupa d.d. for business year 2020.
    1. The note of release has been given to Zoran Stanković, the member of the Management Board of Atlantic Grupa d.d. for business year 2020.
    1. The note of release has been given to Lada Tedeschi Fiorio, the member of the Management Board of Atlantic Grupa d.d. for business year 2020.
    1. The note of release has been given to Srećko Nakić, the member of the Management Board of Atlantic Grupa d.d. for business year 2020.
    1. The note of release has been given to Enzo Smrekar, the member of the Management Board of Atlantic Grupa d.d. for business year 2020."

Ad 7.

"

    1. It is hereby established that for members of the Supervisory Board of Atlantic Grupa d.d.:
  • 1.a Zdenko Adrović, B.Sc. Econ., Zagreb, Jurjevska 48b, PIN: 20595516607,
  • 1.b Siniša Petrović, Prof.Ph.D., Zagreb, Zvonarnička 5a, PIN: 69590126082,

the term of office in the Company's Supervisory Board expires on 2 September 2021.

  1. The following persons are elected as the Supervisory Board members of Atlantic Grupa d.d.:

2.a Zdenko Adrović, B.Sc. Econ., Zagreb, Jurjevska 48b, PIN: 20595516607, for a member of the Company's Supervisory Board,

2.b Siniša Petrović, Prof.Ph.D., Zagreb, Zvonarnička 5a, PIN: 69590126082, for a member of the Company's Supervisory Board,

  1. The members of the Company's Supervisory Board listed in items 2.a and 2.b of this Decision are elected for the term of office of 4 years commencing on 3 September 2021.

  2. This decision shall enter into force on the day of its adoption."

Ad 8.

"

    1. Marko Lesić, Zagreb, Tuškanac 56B, PIN: 13575321884, is elected as a member of the Audit Committee of the Supervisory Board of Atlantic Grupa d.d.
    1. The member of the Audit Committee of the Company's Supervisory Board listed in item 1 of this Decision is elected for the term of office of 4 years commencing on 16 October 2021.
    1. This decision shall enter into force on the day of its adoption."

Ad. 9.

"

  1. In Article 6 of the Articles of Association of Atlantic Grupa d.d., after the existing five paragraphs, a new paragraph is added which reads:

"This provision shall enter into force after registration of the amendment of the Articles of Association of Atlantic Grupa d.d. adopted on the General Assembly on 16 June 2021, in the Court Registry."

  1. All other provisions of the Articles of Association of Atlantic Grupa d.d. shall remain unchanged.

    1. This Decision on Amendments to the Articles of Association of Atlantic Grupa d.d. shall enter into force and apply from the date of registration in the Court Registry.
    1. The Supervisory Board is hereby authorised to establish the complete version of the Articles of Association of Atlantic Grupa d.d. in accordance with this Decision on Amendments to the Articles of Association of Atlantic Grupa d.d."

Ad 10.

"1. For the purposes of performing audit of the financial reports of the parent company Atlantic Grupa d.d. and its affiliated companies, and for the audit of consolidated financial reports of Atlantic Grupa d.d. for the business year 2021, by performing the joint audit, the following certified auditors' companies are appointed:

    1. Ernst & Young d.o.o., Radnička cesta 50, Zagreb, Croatia and
    1. Kulić i Sperk Revizija d.o.o., Radnička cesta 52, Zagreb, Croatia.
    1. This Decision becomes valid on the day of its adoption."

Atlantic Grupa d.d.