AGM Information • Oct 6, 2014
AGM Information
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Saint-Denis, 6 October 2014 – The ordinary and extraordinary EuropaCorp general shareholders' meeting was held in Saint-Denis on 26 September 2014. Details of how each resolution was voted are attached.
The shareholders approved the financial statements for FY2013/2014 and approved the appointment of Rhyzlène Nusse as an independent director and also the renewal of the term of office as director of Christophe Lambert, the EuropaCorp Chief Executive Officer.
During this general meeting, Christophe Lambert commented on the Group's recent news and presented the prospects for the current and subsequent fiscal years.
28 November 2014: Half-yearly consolidated revenue and earnings
EuropaCorp ranks among the top European film studios. Founded in 1999, EuropaCorp's different activities include production, theater distribution, home entertainment, VOD, sales of TV rights for France and now movie theatre management, since the inauguration in October 2013 of the first EuropaCorp CINEMAS multiplex in Aéroville.
EuropaCorp's activities also include the sale of international rights, partnerships and licenses, original soundtrack production and publishing. The Group has also been producing TV drama since 2010. EuropaCorp's integrated financial model generates revenues from a wide range of sources. With films from a wide range of genres and a strong presence in the international market, the Group has produced some of the latest French worldwide record-breaking successes. In February 2014 EuropaCorp founded a US distribution and marketing joint venture with Relativity Media, which gives EuropaCorp full control over its US distribution and allows it to maximise international visibility for its films.
EuropaCorp was founded by Luc Besson, the French filmmaker, screenwriter and producer. EuropaCorp's catalogue includes 500 films and the company employs 150 permanent staff members.
For more information go to www.europacorp-corporate.com
Contacts
EuropaCorp Group Image Sept [email protected] [email protected] / [email protected] Tel: +33 (0) 1 55 99 50 00 Tel: +33 (0)1 53 70 74 70
Fabien Wittmann – Investor Relations Estelle Guillot-Tantay / Sylvie Ruggieri
EuropaCorp is listed on Euronext Paris – Compartment C by NYSE Euronext ISIN: FR0010490920 – Mnemonic: ECP
The shareholders who were present or represented at the meeting held a total of 20,743,196 shares (70.8%), which constitutes a quorum for both the ordinary and extraordinary sessions of the meeting.
| Resolution | Subject | Number of votes cast |
% votes for |
% votes against |
|---|---|---|---|---|
| 1 | Approval of the individual financial statements for the fiscal year ended 31 March 2014 |
20,743,196 | 93.46% | 6.54% |
| 2 | Approval of the consolidated financial statements for the fiscal year ended 31 March 2014 |
20,743,196 | 93.46% | 6.54% |
| 3 | Appropriation of the earnings for the fiscal year ended 31 March 2014 |
20,743,196 | 100% | 0% |
| 4 | Special report by the Statutory Auditors on related-party agreements and approval of said agreements |
20,743,196 | 93.22% | 6.78% |
| 5(*) | Approval of the commitments mentioned in Article L. 225-42- 1 of the French Commercial Code made for the benefit of Christophe Lambert |
17,811,780 | 92.02% | 7.98% |
| 6 | Renewal of Christophe Lambert's term of office as director | 20,743,196 | 99.02% | 0.98% |
| 7 | Appointment of Rhyzlène Nusse as director | 20,743,196 | 93.29% | 6.71% |
| 8 | Setting of the amount of the directors' fees | 20,743,196 | 95.96% | 4.04% |
| 9 | Appointment of new principal and deputy Statutory Auditors | 20,743,196 | 98.07% | 1.93% |
| 10 | Appointment of new principal and deputy Statutory Auditors | 20,743,196 | 98.07% | 1.93% |
| 11 | Authorisation for a programme for the Company to buy back its own shares |
20,743,196 | 90.16% | 9.84% |
| 12 | Delegation of powers to be granted to the Board of Directors to decide on the issue, with maintenance of preferential subscription rights, of common stock and/or securities that give immediate and/or deferred access to the Company's capital or to debt securities |
20,743,196 | 99.91% | 0.09% |
| 13 | Delegation of powers to be granted to the Board of Directors to decide on the issue, via public offering, with cancellation of preferential subscription rights, of common stock and/or securities that give immediate and/or deferred access to the Company's capital or to debt securities |
20,743,196 | 90.14% | 9.86% |
| 14 | Delegation of powers to be granted to the Board of Directors to decide on the issue, with cancellation of preferential subscription rights, of common stock and/or securities that give immediate and/or deferred access to the Company's capital or to debt securities within the scope of an offer mentioned in Section II of Article L.411-2 of the Monetary and Financial Code |
20,743,196 | 90.17% | 9.83% |
| 15 | Authorisation to be granted to the Board of Directors to set the price for issues of common stock or securities with cancellation of shareholders' preferential subscription rights, capped at 10% of the capital per year |
20,743,196 | 90.17% | 9.83% |
| 16 | Authorisation to be granted to the Board of Directors to increase, in accordance with Article L. 225-135-1 of the Commercial Code, the number of securities to be issued at the time of issues for which shareholders' preferential subscription rights are maintained or cancelled |
20,743,196 | 90.17% | 9.83% |
| 17(**) | Delegation of powers to be granted to the Board of Directors to decide on an increase in capital via the issue of shares reserved for employees who are members of a company savings scheme, with cancellation of preferential subscription rights for the benefit of these employees |
20,743,196 | 4.80% | 95.20% |
| 18 | Overall limit on authorisations to issue cash subscription shares |
20,743,196 | 96.78% | 3.22% |
| Resolution | Subject | Number of votes cast |
% votes for |
% votes against |
|---|---|---|---|---|
| 19 | Delegation of powers to be granted to the Board of Directors to increase the share capital via the issue of common stock or securities that give access to Company capital, as remuneration for securities contributed as part of a public offer to exchange shares initiated by the Company |
20,743,196 | 90.59% | 9.41% |
| 20 | Delegation of powers to be granted to the Board of Directors to decide on the issue of Company common stock capped at 10% of the share capital, as remuneration for in-kind contributions to the Company |
20,743,196 | 99.15% | 0.85% |
| 21 | Delegation of powers to be granted to the Board of Directors to issue securities that grant access to the Company capital, with cancellation of preferential subscription rights, as part of an exchange of financial securities |
20,743,196 | 90.59% | 9.41% |
| 22 | Authorisation to be granted to the Board of Directors to grant share subscription or purchase options to employees or corporate officers of the Company and affiliated companies |
20,743,196 | 90.17% | 9.83% |
| 23 | Authorisation to be granted to the Board of Directors to award bonus shares to employees or corporate officers of the Company and affiliated companies |
20,743,196 | 90.17% | 9.83% |
| 24 | Delegation of powers to be granted to the Board of Directors to increase the share capital via capitalisation of premiums, reserves, profits or other amounts |
20,743,196 | 99.99% | 0.01% |
| 25 | Authorisation to be granted to the Board of Directors to reduce the share capital by cancelling shares |
20,743,196 | 99.17% | 0.83% |
| 26 | Amendment of Article 7 of the by-laws | 20,743,196 | 100% | 0% |
| 27 | Powers for carrying out the formalities | 20,743,196 | 100% | 0% |
(*) For this resolution, the shares held by Christophe Lambert and Lambert Capital BV were not taken into account when calculating the quorum and the votes cast.
(**) This resolution is the result of a legal obligation but is not approved by the Company's Board of Directors.
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