Illuminated oil refineries at night

General Shareholders Meetings

08 Jun 2016

Decisions of the 2016 Annual Ordinary General Assembly

Pursuant to the provisions of section 4.1.3.3 of the Regulation of the Athens Exchange, MOTOR OIL (HELLAS) S.A. hereby announces that the Annual Ordinary General Meeting was convened on June 8th, 2016at 12:30 hours at Athens Plaza hotel, Syntagma Square with shareholders being present representing a percentage of 73.34%of the share capital.

 

All items on the daily agenda were approved.

 

Item 1: The yearly 2015 Financial Statements (stand alone and consolidated) along with the relevant reports of the Board of Directors and of the Auditors were approved.

 

Item 2: The members of the BoD and the Auditors were discharged from any liability for damages with regard to the yearly 2015 Financial Statements.

 

Item 3: A new Board was elected as follows:Mr. Vardis J. Vardinoyannis, Mr. John V. Vardinoyannis, Mr. John N. Kosmadakis, Mr. Petros T. Tzannetakis, Mr. Nikos Th. Vardinoyannis, Mr. George P. Alexandridis, Mr. Michael –Matheos J. Stiakakis, Mr. Theofanis Chr. Voutsaras,Ms Niki D. Stoufi, Mr. AntoniosTh. Theocharis, Mr. Anastasios – Elias Chr. Triandaphyllidis.The latter two BoD members are non – executive independent.The organization of the BoD as a Body Corporate will take place shortly.

 

Item 4: The Audit Committee was appointed as follows: Mr. George P. Alexandridis (Chairman), Mr. Antonios Th. Theocharis (Member),Mr. Anastasios – Elias Chr. Triandaphyllidis (Member). Substitute Member: Ms Niki D. Stoufi

 

Item 5: A dividend amount of Euro 0.65 per share for the fiscal year 2015 was approved. Considering that an amount of Euro 0.15 per share was paid as interim dividend on December 14, 2015 the dividend remainder for the fiscal year 2015 equates to Euro 0.50 per share. The General Assembly approved the ex-date, record date and payment commencement date as follows: Ex-dividend remainder date: Monday June 27, 2016 – Record date: Tuesday June 28, 2016 (Company shareholders registered in the electronic files of the Dematerialized Securities System (S.A.T.) dated June 28, 2016 will be entitled to the dividend remainder) – Payment commencement date: Monday July 4, 2016. The payment of the year 2015 dividend remainder will be effected through a Payee Bank. The Company will provide details to the investment community in respect of the fiscal year 2015 dividend remainder payment with a subsequent announcement.

 

Item 6: Two Auditors, one ordinary and one substitute, were elected for the fiscal year 2016 and their fees were approved.

 

Item 7: The fees of the members of the Board of Directors for the fiscal year 2015were approved and the respective fees for the fiscal year 2016 were pre-approved.

 

Item 8: The distribution of part of the fiscal 2015 Net Income of the Company to the personnel and to members of the BoD was approved and the relevant authorizations were provided.

 

Item 9: The formation of taxed reserves Euro 1,648,048.44 corresponding to 50% of the Company’s own participation in the investment project “expansion of Lubricants Complex” included in the Law 3908/2011 subsidized with Euro 2,472,072.67 was approved. The taxed reserves cannot be distributed for a five year period following the completion of the investment project.

 

Item 10: The extension of the duration of the Company with subsequent amendment of article 4 of the Company Codified Memorandum and Articles of Association was approved. The duration of the Company was extended for fifty (50) years from its expiration (i.e. until May 7, 2070).

 

Item 11: The special permission of the General Assembly, pursuant to article 23a of CL 2190/1920, for the participation of MOTOR OIL (HELLAS) S.A. in a joint venture with the company Vegas Oil and Gas Limited was granted.The participation of MOTOR OILin the joint venture will be 65% (VEGAS 35%), the registered address of the joint venture will be in Cyprus, the objective of the joint venture will be the exploration and production of potential new oil resources (upstream).

 

 

Maroussi, June8th, 2016.

The Board of Directors