AGM Information • Jul 1, 2013
AGM Information
Open in ViewerOpens in native device viewer
News Details
Ad-hoc | 1 July 2013 08:59
Zwack Unicum Likőripari és Kereskedelmi Nyilvánosan Működő Részvénytársaság:
DGAP-Geoinfo Ad-hoc-Service: Zwack Unicum Nyrt.
AGM/EGM Decisions/AGM/EGM Decisions
01 Jul 2013
Release of a Corporate News announcement of the Hungarian Capital market Act., transmitted by DGAP-Geoinfo.
The issuer is solely responsible for the content of this announcement.
Zwack Unicum Nyrt. RESOLUTIONS
of the Annual General Meeting held on June 27, 2013
Resolution of the AGM No. 1/2013. 06. 27.
The AGM approved the election of Mr. Sándor Zwack as conducting chairman,
Mr. György Guttengéber and Mr. Tibor Petrás as vote counters, the
election of Barbara Stampfer Nagy as keeper of the Minutes of the June
27, 2013 Annual General Meeting, and the election of Mr. Hans Dieter
Melwisch representative of the shareholder PZHAG, and Ms. Fáni Zsolnai,
representative of the shareholder Diageo Holdings Netherlands B.V., as
confirmers of the Minutes.
1 532 186 | 100,00% | 1 532 153 | 24 | 9
Report of the Board of Directors on the business activities of the
Company in the business year starting on April 1, 2012 and terminating on
March 31, 2013 and presentation of the related draft Annual Report of the
Company; Report of the Auditor; Report of the Supervisory Board,
including the report of the Audit Board; Approval of the Corporate
Governance Report
Resolution of the AGM No. 2/2013. 06. 27.
The AGM approved the report of the Board of Directors regarding the
business activities and financial results of the Company in the business
year starting on April 1, 2012 and terminating on March 31, 2013.
1 539 289 | 99,99% | 1 539 074 | 76 | 139
Resolution of the AGM No. 3/2013. 06. 27.
The AGM has approved the report of PricewaterhouseCoopers Auditing Ltd.,
as statutory auditor of the Company regarding the operation of the
Company in the business year starting on April 1, 2012 and terminating on
March 31, 2013 and the related Annual Report.
1 539 263 | 99,91% | 1 537 906 | 76 | 1281
Resolution of the AGM No. 4/2013. 06. 27.
The AGM approved the report of the Supervisory Board, including the
report of Audit Committee for the business year starting on April 1, 2012
and terminating on March 31, 2013.
1 539 253 | 99,94% | 1 538 246 | 450 | 557
Resolution of the AGM No. 5/2013. 06. 27.
The AGM approved the Corporate Governance Report of the Board of
Directors, approved by the Supervisory Board for the business year
starting on April 1, 2012 and terminating on March 31, 2013.
1 538 582 | 100,00% | 1 537 985 | 82 | 515
Resolution on the determination and allocation of the after-tax profit of
the Company generated in the business year starting on April 1, 2012 and
terminating on March 31, 2013
Resolution of the AGM No. 6/2013. 06. 27.
The AGM approved the proposal of the Board of Directors on the allocation
of profits, on the basis of which the Company has declared the payment of
dividend in the amount of thousand HUF 1 198 464 (one billion one hundred
and ninety-eight million four hundred and sixty-four thousand Hungarian
Forints) from the after-tax profit, and thousand HUF 378 661 (three
hundred and seventy-eight million six hundred and sixty-one thousand)
from the profit reserves amounting altogether to thousand HUF 1 577 125
(one billion five hundred and seventy-seven million one hundred and
twenty-five thousand Hungarian Forints). The AGM has ordered the Board of
Directors to take the necessary steps for the payment of the dividends on
a pro rata basis in accordance with the shareholding set forth in the
Company's Share Register on August 26, 2013. The distribution of the
dividends shall commence on September 2, 2013.
1 539 201 | 99,95% | 1 538 488 | 643 | 70
Approval of the Annual Report of the Company, including the Balance
Sheet concerning the business year starting on April 1, 2012 and
terminating on March 31, 2013
Resolution of the AGM No. 7/2013. 06. 27.
The AGM approved the Annual Report of the Company concerning the business
year starting on April 1, 2012 and terminating on March 31, 2013, which
was prepared in accordance with Hungarian accounting standards and
contains the audited balance sheet concerning the business year starting
on April 1, 2012 and terminating on March 31, 2013, showing a total
balance of assets and liabilities in the amount of thousand HUF 13 127
608 as well as the profit-and-loss statement with a net profit of HUF 0
as follows:
Balance Sheet: Zwack Unicum Plc.
Assets: in HUF (in thousands; -,000)
Invested assets: 3 729 747
Intangible assets 59 879
Tangible assets 3 604 942
Financial investments 64 926
Current assets: 9 270 379
Inventories 2 567 871
Receivables 2 087 027
Securities 0
Liquid assets 4 615 481
Accrued and deferred assets 127 482
Total assets: 13 127 608
Liabilities:
Equity: 9 538 249
Share capital 2 035 000
Capital reserves 264 044
Accumulated profit reserves 7 239 205
Balance sheet profits 0
Provisions: 213 221
Liabilities: 2 630 573
Accrued expenses: 745 565
Total liabilities: 13 127 608
Profit & Loss Statement:
in HUF (in thousands; -,000)
Net sales revenues 22 262 953
Capitalised value of own performance 255 376
Other revenues 201 720
Material Costs 9 366 657
Payment to personnel 2 539 641
Depreciation reserves 415 689
Other expenditures 9 163 074
Net profit on ordinary business 1 234 988
Net profit on financial transactions 179 668
Regular entrepreneurial profit 1 414 656
Extraordinary profits -121 561
Net profit before taxation 1 293 095
Tax payable 94 631
After-tax profits 1 198 464
Profit reserves used for dividends 378 661
Approved dividends 1 577 125
Balance sheet profits 0
1 538 087 | 99,93% | 1 536 997 | 622 | 468
Approval of the Annual Report of the Zwack Unicum Plc. concerning the
business year starting April 1, 2012 and terminating on March 31, 2013,
prepared in accordance with the international accounting standards (IFRS)
Resolution of the AGM No. 8/2013. 06. 27.
The AGM approved the Annual Report of Zwack Unicum Plc. concerning the
business year starting on April 1, 2012 and terminating on March 31,
2013, prepared in accordance with the international accounting standards
(IFRS) as follows:
Balance Sheet: Zwack Unicum plc.
Assets: in million HUF
Non-current assets: 3 455
Property, plant and equipment 3 146
Intangible assets 64
Returnable packaging materials 24
Investments in associates 65
Available-for-sale financial assets 2
Employee loans 34
Deferred tax assets 120
Current assets: 9 019
Inventories 2 201
Trade and other receivables 2 203
Cash and cash equivalents 4 615
Total assets: 12 474
Equity and liabilities:
Shareholder's equity: 10 259
Share capital 2 000
Share premium account 165
Retained earnings 8 094
Non current liabilities: 332
Other financial liabilities 332
Current liabilities: 1 883
Trade and other liabilities 1 843
Provisions 40
Total equity and liabilities: 12 474
Profit & Loss Statement (in MILLION HUF)
Sales net of excise tax 12 078
Operating expenses 11 016
Material cost of goods sold 5 591
Employee benefits expense 2 441
Depreciation and amortization expense 540
Other operating expenses 2 444
Other operating income 496
Profit from operations 1 558
Net financial income 197
Share of profit of associates 22
Profit before tax 1 777
Income tax expense 333
Profit after tax 1 444
1 538 206 | 99,84% | 1 535 711 | 457 | 2038
Resolution on the remuneration of the members of the Board of Directors
and the Supervisory Board
Resolution of the AGM No. 9/2013. 06. 27.
The AGM approved the honoraria for the members of the Company's Board of
Directors and the Supervisory Board in regard to the business year
starting on April 1, 2012 and terminating on March 31, 2013 as follows:
Chairman of the Board of Directors: 3,5 M HUF
Deputy Chairman of the Board of Directors: 2,9 M HUF
Members of the Board of Directors: 2,3 M HUF
Chairwoman of the Supervisory Board: 3,5 M HUF
Deputy Chairman of the Supervisory Board of Directors: 2,9 M HUF
Members of the Supervisory Board: 2,3 M HUF
1 538 502 | 99,85% | 1 536 162 | 1322 | 1018
Election of members of the Board of Directors, Supervisory Board and
Audit Board
Resolution of the AGM No. 10/2013. 06. 27.
The AGM acknowledged the resignation of Mr. Jamie Clayton Alistair
Anderson (mother's full maiden name: Flora Margaret MacDonald; address:
1023 Budapest, Rómer Flóris utca 43.) as member of the Board of
Directors as of June 26, 2013. The AGM discharged Mr. Jamie Clayton
Alistair Anderson from his liabilities in connection with his activities
as member of the Board of Directors.
1 538 582 | 99,96% | 1 537 940 | 312 | 330
Resolution of the AGM No. 11/2013. 06. 27.
The AGM approved the reelection of Mr. Sandor Zwack (mother's full maiden
name: Anne Storie-Marshall, address:1054 Budapest, Akadémia str. 9) as a
member of the Board of Directors for a definite period of time starting
on August 1, 2013 and expiring on July 31, 2017.
1 538 564 | 99,98% | 1 538 300 | 0 | 264
Resolution of the AGM No. 12/2013. 06. 27.
The AGM has approved the reelection of Ms. Isabella Veronika Zwack
(mother's full name: Anne Storie-Marshall, address: 8. Széchenyi street
1054, Budapest) as a member of the Board of Directors for a definite
period of time starting on August 1, 2013 and expiring on July 31, 2017.
1 538 359 | 100,00% | 1 538 356 | 0 | 3
Resolution of the AGM No. 13/2013. 06. 27.
The AGM has approved the reelection of Mr. Lars Jörgen Andersson
(mother's full maiden name: Siv Gurli Anne-Marie Johansson; address:
21618 Malmö Acaciagatan 1.
Sweden) as a member of the Board of Directors for a definite period of
time starting on August 1, 2013 and expiring on July 31, 2017.
1 538 323 | 99,84% | 1 535 926 | 1299 | 1098
Resolution of the AGM No. 14/2013. 06. 27.
The AGM approved the election of Ms. Ulrica Fearn (mother's full maiden
name: Mona Eivor Birgitta Johansson; address: 31 Fulmer Drive, Gerrards
Cross, SL9 7HG, GB) as a member of the Board of Directors for a definite
period of time starting on June 27, 2013 and expiring on July 31, 2016.
1 538 102 | 99,90% | 1 536 569 | 84 | 1449
Resolution of the AGM No. 15/2013. 06. 27.
The AGM has approved the reelection of Mr. Frank Odzuck (mother's full
maiden name: Irene Watzke, address: H-1121 Budapest, Csillagvölgyi út
4/F.) as a member of the Board of Directors for a definite period of time
starting on August 1, 2013 and expiring on July 31, 2017.
1 537 885 | 99,96% | 1 537 230 | 0 | 655
Resolution of the AGM No. 16/2013. 06. 27.
The AGM has approved the reelection of Mr. Tibor András Dörnyei (address:
H-8000 Székesfehérvár, Királykút lakónegyed 21. I/24) as a member of the
Board of Directors for a definite period of time starting on August 1,
2013 and expiring on July 31, 2017.
1 537 873 | 99,96% | 1 537 309 | 93 | 471
Resolution of the AGM No. 17/2013. 06. 27.
The AGM has approved the reelection of Dr. Hubertine Underberg-Ruder
(mother's maiden full name: Christiane Schattauer-Klönne, address: 31,
CH-8305 Dietlikon, Switzerland) as a member of the Supervisory Board for
a definite period of time starting on August 1, 2013 and expiring on July
31, 2017.
1 537 951 | 99,93% | 1 536 864 | 58 | 1029
Resolution of the AGM No. 18/2013. 06. 27.
The AGM has approved the reelection of Dr. György Geiszl (mother's full
name: Katalin Tóth, address: 2045 Törökbálint, Vértanúk útja 20.) as a
member of the Supervisory Board for a definite period of time starting on
August 1, 2013 and expiring on July 31, 2017.
1 537 627 | 99,92% | 1 536 372 | 388 | 867
Resolution of the AGM No. 19/2013. 06. 27.
The AGM has approved the reelection of Dr. András Szecskay (mother's full
name: Klára Bóta, address: H-1055 Budapest, Kossuth tér 16-17. III/2.) as
a member of the Supervisory Board for a definite period of time starting
on August 1, 2013 and expiring on July 31, 2017.
1 535 483 | 99,99% | 1 535 274 | 78 | 131
Resolution of the AGM No. 20/2013. 06. 27.
The AGM has approved the reelection of Dr. István Salgó (mother's full
name: Mária Szita, address: 1023 Budapest, Apostol u. 8) as a member of
the Supervisory Board for a definite period of time starting on August 1,
2013 and expiring on July 31, 2017.
1 537 386 | 99,90% | 1 535 813 | 866 | 707
Resolution of the AGM No. 21/2013. 06. 27.
The AGM has approved the reelection of Dr. György Geiszl member of the
Supervisory Board (mother's full name: Katalin Tóth, address: 2045
Törökbálint, Vértanúk útja 20.) as a member of the Audit Board for a
definite period of time starting on August 1, 2013 and expiring on July
31, 2017.
1 535 389 | 99,92% | 1 534 131 | 468 | 790
Resolution of the AGM No. 22/2013. 06. 27.
The AGM has approved the reelection of Dr. István Salgó, member of the
Supervisory Board (mother's full name: Mária Szita, address: 1023
Budapest, Apostol u. 8) as a member of the Audit Board for a definite
period of time starting on August 1, 2013 and expiring on July 31, 2017.
1 535 622 | 99,90% | 1 534 045 | 680 | 897
Election of the Company's auditor and approval of its remuneration
Resolution of the AGM No. 23/2013. 06. 27.
The AGM approved the re-election of PricewaterhouseCoopers Auditing Ltd.
(H-1077 Budapest, Wesselényi utca 16, registration no.:001464; individual
auditor in charge: Mr. Balázs Mészáros, registration no.: 005589, the
substitute auditor appointed in the event of any extended absence of the
auditor in charge is: Ms. Szilvia Szabados, registration no.: 005314), as
statutory auditor of the Company for a definite period expiring on July
31, 2014. The AGM authorized the Board of Directors to conclude the
agreement with the statutory auditor.
1 535 375 | 99,82% | 1 532 602 | 414 | 2359
Resolution of the AGM No. 24/2013. 06. 27.
The AGM has approved the honoraria - amounting to HUF 14 300 000 + VAT
for PricewaterhouseCoopers Könyvvizsgáló Ltd. (H-1077 Budapest,
Wesselényi utca 16, registration no.:001464;) for its performance as
auditor of the Company. The honoraria includes the fee for the auditing
of the annual report concerning the business year starting on April 1,
2013 and terminating on March 31, 2014 in accordance with the Hungarian
accounting principles and International Financial Reporting standards
(IFRS).
1 535 450 | 99,80% | 1 532 323 | 2460 | 667
Approval of the Rules of Operation of the Supervisory Board
Resolution of the AGM No. 25/2013. 06. 27.
The AGM approved the Rules of Operation of the Supervisory Board.
1 535 483 | 99,91% | 1 534 133 | 732 | 618
Modification and amendment of the Statutes of the Company
Resolution of the AGM No. 26/2013. 06. 27.
The AGM approved the amendments of the Statutes of the Company as set
attached to the Minutes of the AGM as Appendices 1/A and 1/B.
1 535 346 | 99,92% | 1 534 139 | 312 | 895
Approval of the consolidated text of the Company's Statutes, including
amendments to date
Resolution of the AGM No. 27/2013. 06. 27.
The AGM approved the consolidated version of the Statutes including the
modifications and amendments set forth by the above Resolutions of the
AGM (containing all the amendments to date) attached to the Minutes of
the AGM as Appendices 2/A and 2/B.
1 535 197 | 99,96% | 1 534 638 | 50 | 509
June 27, 2013 Budapest
Board of Directors of the
Zwack Unicum Plc.
Contact:
Guttengéber György
[email protected]
Building tools?
Free accounts include 100 API calls/year for testing.
Have a question? We'll get back to you promptly.