EGM resolutions
Announcemt
Extraordinary General Meeting on December 6th, 2012
DUTY FREE SHOPS INDUSTRIAL, MANUFACTURING, TECHNICAL AND BUSINESS COMPANY S.A. under trade name “FOLLI FOLLIE GROUP”, (herein after the “Company”) announces that, today December 6th 2012, the Extraordinary General Meeting of the shareholders of the Company was convened as originally announced, based on invitation dated 14-11-2012
More specifically, today the Extraordinary General Meeting resolved on the following:
1. It approved the carve-out of the travel retail business, namely the duty free and duty paid business as currently operated by the Company in accordance with the concession agreement with the Greek State dated 30.12.1997, Article 120 of Law 2533/1997 and the rest of the existing legislation in force, and the contribution of such business to the subsidiary Société Anonyme “Duty Paid Shops S.A”, in accordance with the provisions of Legislative Decree 1297/72 and the business’ balance sheet dated 30-9-2012.
2. It approved the execution of the carve-out notarial deed of the aforesaid business, between the Company and its subsidiary “Duty Paid Shops S.A.”
3. It authorized the Board of Directors to proceed with any necessary deed, action or declaration for the completion of the carve-out and appointed the Company’s authorized representative for the execution before a Notary Public of the notarial deed of the business’ carve-out and contribution to the subsidiary “Duty Paid Shops S.A.”.
4. It approved the business Evaluation Report of the auditors Mr. Panagiotis Vroustouris (Registry Number 12921) and Mr Dimitrios Drosos (Registry Number 31371), members of the Audit Company “ENEL SA”, dated 12-11-2012, in accordance with Article 9 of the Codified Law 2190/1920.
5. It approved all the deeds, actions and declarations made until this day by the Company’s Board of Directors, its agents and proxies in relation to the carve-out of the business sector and the transfer of 51% of shares of the subsidiary “Duty Paid Shops S.A.” to the Swiss Group Dufry AG.
6. It approved a pledge over shares of “Duty Paid Shops S.A.” belonging to the Company in favor of credit institutions.
7. It approved the amendment of articles 1 and 2 of the Company’s Articles of Incorporation.
8. It made various other announcements.
In the above Extraordinary General Meeting, 122 shareholders were present, representing 77,033% of the Company’s share capital, namely 51.572.048 voting rights out of a total of 66.948.210 voting rights.
With regard to the above issues of the agenda, the quorum of participation and majority respectively, are as follows:
Item 1
51.572.048 shares were represented out of a total of 66.948.210, namely quorum percentage 77,033%.
51.510.627 shares voted in favor, namely percentage 99,88% out of the total number of shares that were represented.
61.421 shares voted against, namely percentage 0,12% out of the total number of shares that were represented.
Item 2
51.572.048 shares were represented out of a total of 66.948.210, namely quorum percentage 77,033%.
51.510.627 shares voted in favor, namely percentage 99,88% out of the total number of shares that were represented.
61.421 shares voted against, namely percentage 0,12% out of the total number of shares that were represented.
Item 3
51.572.048 shares were represented out of a total of 66.948.210, namely quorum percentage 77,033%.
51.510.627 shares voted in favor, namely percentage 99,88% out of the total number of shares that were represented.
61.421 shares voted against, namely percentage 0,12% out of the total number of shares that were represented.
Item 4
51.572.048 shares were represented out of a total of 66.948.210, namely quorum percentage 77,033%.
51.510.627 shares voted in favor, namely percentage 99,88% out of the total number of shares that were represented.
61.421 shares voted against, namely percentage 0,12% out of the total number of shares that were represented.
Item 5
51.572.048 shares were represented out of a total of 66.948.210, namely quorum percentage 77,033%.
51.510.627 shares voted in favor, namely percentage 99,88% out of the total number of shares that were represented.
61.421 shares voted against, namely percentage 0,12% out of the total number of shares that were represented.
Item 6
51.572.048 shares were represented out of a total of 66.948.210, namely quorum percentage 77,033%.
48.639.735 shares voted in favor, namely percentage 94,31% out of the total number of shares that were represented.
2.855.904 shares voted against, namely percentage 5,54% out of the total number of shares that were represented.
76.409 abstained, namely percentage 0,15%.
Item 7
51.572.048 shares were represented out of a total of 66.948.210, namely quorum percentage 77,033%.
44.237.855 shares voted in favor namely percentage 85,78% out of the total number of shares that were represented.
2.856.245 shares voted against, namely percentage 5,54% out of the total number of shares that were represented.
4.477.948 abstained, namely percentage 8,68%.
Item 8
51.572.048 shares were represented out of a total of 66.948.210 namely quorum percentage 77,033%.
38.980.604 shares voted in favor, namely percentage 75,58% out of the total number of shares that were represented.
79.392 shares voted against, namely percentage 15,26% out of the total number of shares that were represented.
4.722.052 abstained, namely percentage 9,16%.
Athens, December 6th 2012
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Extraordinary General Meeting on December 6th, 2012
DUTY FREE SHOPS INDUSTRIAL, MANUFACTURING, TECHNICAL AND BUSINESS COMPANY S.A. under trade name “FOLLI FOLLIE GROUP”, (herein after the “Company”) announces that, today December 6th 2012, the Extraordinary General Meeting of the shareholders of the Company was convened as originally announced, based on invitation dated 14-11-2012
More specifically, today the Extraordinary General Meeting resolved on the following:
1. It approved the carve-out of the travel retail business, namely the duty free and duty paid business as currently operated by the Company in accordance with the concession agreement with the Greek State dated 30.12.1997, Article 120 of Law 2533/1997 and the rest of the existing legislation in force, and the contribution of such business to the subsidiary Société Anonyme “Duty Paid Shops S.A”, in accordance with the provisions of Legislative Decree 1297/72 and the business’ balance sheet dated 30-9-2012.
2. It approved the execution of the carve-out notarial deed of the aforesaid business, between the Company and its subsidiary “Duty Paid Shops S.A.”
3. It authorized the Board of Directors to proceed with any necessary deed, action or declaration for the completion of the carve-out and appointed the Company’s authorized representative for the execution before a Notary Public of the notarial deed of the business’ carve-out and contribution to the subsidiary “Duty Paid Shops S.A.”.
4. It approved the business Evaluation Report of the auditors Mr. Panagiotis Vroustouris (Registry Number 12921) and Mr Dimitrios Drosos (Registry Number 31371), members of the Audit Company “ENEL SA”, dated 12-11-2012, in accordance with Article 9 of the Codified Law 2190/1920.
5. It approved all the deeds, actions and declarations made until this day by the Company’s Board of Directors, its agents and proxies in relation to the carve-out of the business sector and the transfer of 51% of shares of the subsidiary “Duty Paid Shops S.A.” to the Swiss Group Dufry AG.
6. It approved a pledge over shares of “Duty Paid Shops S.A.” belonging to the Company in favor of credit institutions.
7. It approved the amendment of articles 1 and 2 of the Company’s Articles of Incorporation.
8. It made various other announcements.
In the above Extraordinary General Meeting, 122 shareholders were present, representing 77,033% of the Company’s share capital, namely 51.572.048 voting rights out of a total of 66.948.210 voting rights.
With regard to the above issues of the agenda, the quorum of participation and majority respectively, are as follows:
Item 1
51.572.048 shares were represented out of a total of 66.948.210, namely quorum percentage 77,033%.
51.510.627 shares voted in favor, namely percentage 99,88% out of the total number of shares that were represented.
61.421 shares voted against, namely percentage 0,12% out of the total number of shares that were represented.
Item 2
51.572.048 shares were represented out of a total of 66.948.210, namely quorum percentage 77,033%.
51.510.627 shares voted in favor, namely percentage 99,88% out of the total number of shares that were represented.
61.421 shares voted against, namely percentage 0,12% out of the total number of shares that were represented.
Item 3
51.572.048 shares were represented out of a total of 66.948.210, namely quorum percentage 77,033%.
51.510.627 shares voted in favor, namely percentage 99,88% out of the total number of shares that were represented.
61.421 shares voted against, namely percentage 0,12% out of the total number of shares that were represented.
Item 4
51.572.048 shares were represented out of a total of 66.948.210, namely quorum percentage 77,033%.
51.510.627 shares voted in favor, namely percentage 99,88% out of the total number of shares that were represented.
61.421 shares voted against, namely percentage 0,12% out of the total number of shares that were represented.
Item 5
51.572.048 shares were represented out of a total of 66.948.210, namely quorum percentage 77,033%.
51.510.627 shares voted in favor, namely percentage 99,88% out of the total number of shares that were represented.
61.421 shares voted against, namely percentage 0,12% out of the total number of shares that were represented.
Item 6
51.572.048 shares were represented out of a total of 66.948.210, namely quorum percentage 77,033%.
48.639.735 shares voted in favor, namely percentage 94,31% out of the total number of shares that were represented.
2.855.904 shares voted against, namely percentage 5,54% out of the total number of shares that were represented.
76.409 abstained, namely percentage 0,15%.
Item 7
51.572.048 shares were represented out of a total of 66.948.210, namely quorum percentage 77,033%.
44.237.855 shares voted in favor namely percentage 85,78% out of the total number of shares that were represented.
2.856.245 shares voted against, namely percentage 5,54% out of the total number of shares that were represented.
4.477.948 abstained, namely percentage 8,68%.
Item 8
51.572.048 shares were represented out of a total of 66.948.210 namely quorum percentage 77,033%.
38.980.604 shares voted in favor, namely percentage 75,58% out of the total number of shares that were represented.
79.392 shares voted against, namely percentage 15,26% out of the total number of shares that were represented.
4.722.052 abstained, namely percentage 9,16%.
Athens, December 6th 2012
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