Mapfre Middlesea Plc — AGM Information 2019

Apr 26, 2019

Registered address Mapfre Middlesea p.L.c., Middle Sea House, Floriana FRN 1442, Malta Postal address P.O. Box 337 Marsa, MRS 1000, Malta T +356 2124 6262 mapfre@middlesea.com middlesea.com Registration Number: C5553

MMS/DSD/MSE00719

26 April 2019

The following is a Company Announcement issued by MAPFRE Middlesea plc, pursuant to the Listing Rules of the Listing Authority.

Quote

The Annual General Meeting (AGM) of MAPFRE Middlesea plc was held on the 26 April 2019. The Shareholders considered and approved the following ordinary resolutions:

Ordinary Resolutions

• 1. that the Accounts for the financial year ended 31 December 2018 and the reports of the Directors and Auditors be considered and approved;
• 1. that a final gross dividend of €0.097826 per share as recommended by the Board of Directors be considered and approved;
• 1. that the appointment of KPMG as Auditors of the Company be approved and that the Board of Directors be authorised to fix their remuneration:
• 1. that the maximum annual aggregate emoluments of Directors at €350,000 be approved;
• 1. that Mr Alfred Attard, Ms Antoinette Caruana, Mr David G. Curmi, Mr Martin Galea, Mr José Luis Jiménez, Mr Taddeo Scerri, Mr Jaime Tamayo, Mr Paul Testaferrata Moroni Viani and Mr Joseph F.X. Zahra be appointed as directors on the Board of Directors:

The Shareholders also considered and approved the following extraordinary resolutions:

Extraordinary Resolutions

• 1. that amendments to specific articles of the M&A be approved;
• 1. that a final gross extraordinary dividend of €0.0869565 per share as recommended by the Board of Directors be considered and approved.

At the Board Meeting convened immediately after the Annual General Meeting, Mr Martin Galea was appointed as Chairman of the Board of Directors of MAPFRE Middlesea plc. The Board of Directors, during the said Board meeting, also re-confirmed and co-opted Mr Nikolaos Antimissaris, from MAPFRE, as a non Executive Director in accordance with the Articles of Association of the Company and appointed Dr Daphne Sims Dodebier as the new Company Secretary to replace Mr Carlo Farrugia who tendered his resignation.

Dr Daphne Sims Dodebier graduated as a lawyer from the University of Malta in 2004 and was previously employed as Senior Legal Advisor at HSBC Bank Malta p.l.c, a Committee Member of the Malta Chamber of Advocates and a Director of Trustmoore Corporate Services Ltd. She joined MAPFRE Middlesea plc in April 2018 as Head of Legal and currently serves as Committee Secretary to the Board Committees of MAPFRE Middlesea plc as well as being Company Secretary of the majority of its subsidiary companies. She was also appointed Whistle Blowing Reporting Officer in October 2018 and Complaints Officer in November 2018. She is a member of the Malta Chamber of Advocates and a recognised translator with the Ministry for Justice and Foreign Affairs in Malta.

There is no other matter concerning Dr Sims Dodebier that requires disclosure in terms of the Listing Rules.

Unquote

By Order of the Board

Dr Daphne Sims Dodebier Company Secretary