AGM Information • May 30, 2023
AGM Information
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REGULATED INFORMATION
The enclosed information constitutes regulated information as defined in the Royal Decree of 14 November 2007 regarding the duties of issuers of financial instruments which have been admitted for trading on a regulated market.
Viohalco SA announces that the ordinary shareholders' meeting took place on 30 May 2023. During the meeting, shareholders representing 179,443,169 shares (i.e. 69.23% of the total number of 259,189,761 outstanding shares) were present or represented. This satisfies the quorum requirements under the company's articles of association.
The following decisions were approved during the ordinary shareholders' meeting of 30 May 2023:
Approval of the annual accounts for the financial year ended 31 December 2022 including allocation of the results and the distribution of a gross dividend of EUR 0.12 per share.
Number of shares to which corresponded valid votes: 179,443,169 (100% of the shares present or represented). Number of votes for: 179,443,169 (100% of the shares present or represented), against: 0 (0% of the shares present or represented), abstained from voting: 0 (0% of the shares present or represented).
Discharge of liability of the members of the Board of Directors from any liability arising from the performance of their duties during the financial year ended on 31 December 2022.
Number of shares to which corresponded valid votes: 179,443,169 (100% of the shares present or represented). Number of votes for: 179,439,859 (99,998% of the shares present or represented), against: 3,310 (0.002% of the shares present or represented), abstained from voting: 0 (0% of the shares present or represented).
Discharge of liability of the statutory auditor from any liability arising from the performance of their duties during the financial year ended on 31 December 2022.
Number of shares to which corresponded valid votes: 179,443,169 (100% of the shares present or represented). Number of votes for: 179,439,859 (99,998 % of the shares present or represented), against: 0 (0% of the shares present or represented), abstained from voting: 3,310 (0.002% of the shares present or represented).
Renewal of the appointment of Mr. Nikolaos Stassinopoulos as member of the Board of Directors, for a term of one year expiring at the end of the annual ordinary shareholders' meeting to be held in 2024. Mr. Stassinopoulos will be remunerated for his mandate in accordance with the remuneration policy submitted for approval to this Meeting under the last agenda item of the convening notice.
Number of shares to which corresponded valid votes: 179,443,169 (100% of the shares present or represented). Number of votes for: 177,223,856 (98.76% of the shares present or represented), against: 2,219,313 (1.24% of the shares present or represented), abstained from voting: 0 (0% of the shares present or represented).
Renewal of the appointment of Mr. Evangelos Moustakas as member of the Board of Directors, for a term of one year expiring at the end of the annual ordinary shareholders' meeting to be held in 2024. Mr. Moustakas will be remunerated for his mandate in accordance with the remuneration policy submitted for approval to this Meeting under the last agenda item of the convening notice.
Number of shares to which corresponded valid votes: 179,443,169 (100% of the shares present or represented). Number of votes for: 179,383,495 (99.97% of the shares present or represented), against: 59,674 (0.03% of the shares present or represented), abstained from voting: 0 (0% of the shares present or represented).
Renewal of the appointment of Mr. Michail Stassinopoulos as member of the Board of Directors, for a term of one year expiring at the end of the annual ordinary shareholders' meeting to be held in 2024. Mr. Stassinopoulos will be remunerated for his mandate in accordance with the remuneration policy submitted for approval to this Meeting under the last agenda item of the convening notice.
Number of shares to which corresponded valid votes: 179,443,169 (100% of the shares present or represented). Number of votes for: 179,383,495 (99.97% of the shares present or represented), against: 59,674 (0.03% of the shares present or represented), abstained from voting: 0 (0% of the shares present or represented).
Renewal of the appointment of Mr. Ippokratis Ioannis Stassinopoulos as member of the Board of Directors, for a term of one year expiring at the end of the annual ordinary shareholders' meeting to be held in 2024. Mr. Stassinopoulos will be remunerated for his mandate in accordance with the remuneration policy submitted for approval to this Meeting under the last agenda item of the convening notice.
Number of shares to which corresponded valid votes: 179,443,169 (100% of the shares present or represented). Number of votes for: 179,407,306 (99.98% of the shares present or represented), against: 35,863 (0.02% of the shares present or represented), abstained from voting: 0 (0% of the shares present or represented).
Renewal of the appointment of Mr. Jean Charles Faulx as member of the Board of Directors, for a term of one year expiring at the end of the annual ordinary shareholders' meeting to be held in 2024. Mr. Faulx will be remunerated for his mandate in accordance with the remuneration policy submitted for approval to this Meeting under the last agenda item of the convening notice.
Number of shares to which corresponded valid votes: 179,443,169 (100% of the shares present or represented). Number of votes for: 179,383,495 (99.97% of the shares present or represented), against: 59,674 (0.03% of the shares present or represented), abstained from voting: 0 (0% of the shares present or represented).
Renewal of the appointment of Mr. Thanasis Molokotos as member of the Board of Directors, for a term of one year expiring at the end of the annual ordinary shareholders' meeting to be held in 2024. Mr. Molokotos will be remunerated for his mandate in accordance with the remuneration policy submitted for approval to this Meeting under the last agenda item of the convening notice.
Number of shares to which corresponded valid votes: 179,443,169 (100% of the shares present or represented). Number of votes for: 179,383,495 (99.97% of the shares present or represented), against: 59,674 (0.03% of the shares present or represented), abstained from voting: 0 (0% of the shares present or represented).
Renewal of the appointment of Mr. Xavier Bedoret as member of the Board of Directors, for a term of one year expiring at the end of the annual ordinary shareholders' meeting to be held in 2024. Mr. Bedoret will be remunerated for his mandate in accordance with the remuneration policy submitted for approval to this Meeting under the last agenda item of the convening notice.
Number of shares to which corresponded valid votes: 179,443,169 (100% of the shares present or represented). Number of votes for: 179,383,495 (99.97% of the shares present or represented), against: 59,674 (0.03% of the shares present or represented), abstained from voting: 0 (0% of the shares present or represented).
Renewal of the appointment of Mr. Patrick Kron as member of the Board of Directors, for a term of one year expiring at the end of the annual ordinary shareholders' meeting to be held in 2024. Mr. Kron will be remunerated for his mandate in accordance with the remuneration policy submitted for approval to this Meeting under the last agenda item of the convening notice.
Number of shares to which corresponded valid votes: 179,443,169 (100% of the shares present or represented). Number of votes for: 177,117,055 (98,70% of the shares present or represented), against: 2,326,114 (1.30% of the shares present or represented), abstained from voting: 0 (0% of the shares present or represented).
Renewal of the appointment of Mr. Joseph Rutkowski as member of the Board of Directors, for a term of one year expiring at the end of the annual ordinary shareholders' meeting to be held in 2024. Mr. Rutkowski will be remunerated for his mandate in accordance with the remuneration policy submitted for approval to this Meeting under the last agenda item of the convening notice.
Number of shares to which corresponded valid votes: 179,443,169 (100% of the shares present or represented). Number of votes for: 177,206,405 (98.75% of the shares present or represented), against: 2,236,764 (1.25% of the shares present or represented), abstained from voting: 0 (0% of the shares present or represented).
Renewal of the appointment of Ms. Marion Jenny Steiner Stassinopoulos as member of the Board of Directors, for a term of one year expiring at the end of the annual ordinary shareholders' meeting to be held in 2024. Ms. Steiner Stassinopoulos will be remunerated for her mandate in accordance with the remuneration policy submitted for approval to this Meeting under the last agenda item of the convening notice.
Number of shares to which corresponded valid votes: 179,443,169 (100% of the shares present or represented). Number of votes for: 177,206,405 (98.75% of the shares present or represented), against: 2,236,764 (1.25% of the shares present or represented), abstained from voting: 0 (0% of the shares present or represented).
Renewal of the appointment of Ms. Margaret Zakos as member of the Board of Directors, for a term of one year expiring at the end of the annual ordinary shareholders' meeting to be held in 2024. Ms. Zakos will be remunerated for her mandate in accordance with the remuneration policy submitted for approval to this Meeting under the last agenda item of the convening notice.
Number of shares to which corresponded valid votes: 179,443,169 (100% of the shares present or represented). Number of votes for: 177,206,405 (98.75% of the shares present or represented), against: 2,236,764 (1.25% of the shares present or represented), abstained from voting: 0 (0% of the shares present or represented).
Renewal of the appointment of Mr. Efthimios Christodoulou as independent member of the Board of Directors, for a term of one year expiring at the end of the annual ordinary shareholders' meeting to be held in 2024; Mr. Christodoulou complies with the criteria of independence set forth in Principle 3.5 of the 2020 Belgian Corporate Governance Code and will be remunerated for his mandate in accordance with the remuneration policy submitted for approval to this Meeting under the last agenda item of the convening notice. It is noted he has waived all his remuneration.
Number of shares to which corresponded valid votes: 179,443,169 (100% of the shares present or represented). Number of votes for: 179,397,339 (99.97% of the shares present or represented), against: 45,830 (0.03% of the shares present or represented), abstained from voting: 0 (0% of the shares present or represented).
Renewal of the appointment of Ms. Kay Marie Breeden as independent member of the Board of Directors, for a term of one year expiring at the end of the annual ordinary shareholders' meeting to be held in 2024; Ms. Breeden complies with the criteria of independence set forth in Principle 3.5 of the 2020 Belgian Corporate Governance Code and will be remunerated for her mandate in accordance with the remuneration policy submitted for approval to this Meeting under the last agenda item of the convening notice.
Number of shares to which corresponded valid votes: 179,443,169 (100% of the shares present or represented). Number of votes for: 179,443,169 (100% of the shares present or represented), against: 0 (0% of the shares present or represented), abstained from voting: 0 (0% of the shares present or represented).
Renewal of the appointment of Ms. Astrid de Launoit as independent member of the Board of Directors, for a term expiring at the end of the annual ordinary shareholders' meeting to be held in 2024; Ms. de Launoit complies with the criteria of independence set forth in Principle 3.5 of the 2020 Belgian Corporate Governance Code and will be remunerated for her mandate in accordance with the remuneration policy submitted for approval to this Meeting under the last agenda item of the convening notice.
Number of shares to which corresponded valid votes: 179,443,169 (100% of the shares present or represented). Number of votes for: 179,443,169 (100% of the shares present or represented), against: 0 (0% of the shares present or represented), abstained from voting: 0 (0% of the shares present or represented).
Renewal of the appointment of Ms. Bernadette Christine Blampain as independent member of the Board of Directors, for a term expiring at the end of the annual ordinary shareholders' meeting to be held in 2024; Ms. Blampain complies with the criteria of independence set forth in Principle 3.5 of the 2020 Belgian Corporate Governance Code and will be remunerated for her mandate in accordance with the remuneration policy submitted for approval to this Meeting under the last agenda item of the convening notice.
Number of shares to which corresponded valid votes: 179,443,169 (100% of the shares present or represented). Number of votes for: 179,443,169 (100% of the shares present or represented), against: 0 (0% of the shares present or represented), abstained from voting: 0 (0% of the shares present or represented).
Approval of fees of statutory auditor in connection with the ESEF reporting for financial year 2022.
Number of shares to which corresponded valid votes: 179,443,169 (100% of the shares present or represented). Number of votes for: 179,443,169 (100% of the shares present or represented), against: 0 (0% of the shares present or represented), abstained from voting: 0 (0% of the shares present or represented).
Approval of the remuneration report for the financial year 2022 as set out in the 2022 annual report.
Number of shares to which corresponded valid votes: 179,443,169 (100% of the shares present or represented). Number of votes for: 179,393,585 (99.97% of the shares present or represented), against: 46,274 (0.028% of the shares present or represented), abstained from voting: 3,310 (0.002% of the shares present or represented).
Approval of the remuneration policy drafted in accordance with article 7:89/1 of the Belgian Code of Companies and Associations, as set out in the 2022 annual report.
Number of shares to which corresponded valid votes: 179,443,169 (100% of the shares present or represented). Number of votes for: 179,294,701 (99.92% of the shares present or represented), against: 148,468 (0.08% of the shares present or represented), abstained from voting: 0 (0% of the shares present or represented).
Viohalco is the Belgium based holding company of leading metal processing companies in Europe. It is listed on Euronext Brussels (VIO) and the Athens Stock Exchange (BIO). Viohalco's subsidiaries specialise in the manufacture of aluminium, copper, cables, steel and steel pipes products, and are committed to the sustainable development of quality, innovative and value-added products and solutions for a dynamic global client base. With production facilities in Greece, Bulgaria, Romania, the United Kingdom and North Macedonia and participations in companies with production facilities in Turkey, Russia and the Netherlands, Viohalco companies generate a consolidated annual revenue of EUR 7 billion (2022). Viohalco's portfolio also includes an R&D&I and technology segment. In addition, Viohalco and its companies own real estate investment properties, mainly in Greece, which generate additional value through their commercial development.
For more information, please visit our website at www.viohalco.com.
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