25/04/2024 17:25:01

Organization of the New Board of Directors as a Body Corporate

According to article 2 of the Decision 3/347/12.7.2005 of the Hellenic Capital Markets Commission, it is hereby announced that the Board of Directors of the Company, which was elected by the Annual Ordinary General Assembly of Company Shareholders of June 17th, 2015, during its meeting οf June 18th, 2015 organized as a Body Corporate as follows:

 

Vardis J. Vardinoyannis – Chairman and Managing Director, Executive Member

John V. Vardinoyannis – Vice Chairman, Executive Μember

John N. Kosmadakis – Deputy Managing Director, Executive Μember

Petros Τ. Tzannetakis – Deputy Managing Director, Executive Μember

Nikos Th. Vardinoyannis – Νon Executive Μember

George P. Alexandridis – Νon Executive Μember

Michael-Matheos J. Stiakakis – Executive Μember

Theofanis Chr. Voutsaras – Executive Μember

Niki D. Stoufis – Non Executive Member

Konstantinos V. Maraveas – Νon Executive / Independent Μember

Antonios Th. Theocharis – Νon Executive / Independent Μember

 

The term of the new Board of Directors expires on the next Annual Ordinary General Assembly of Company shareholders which will approve the Financial Statements for the year 2015.

 

MAROUSSI, June 19th, 2015

THE BOARD OF DIRECTORS

DECISIONS OF THE 2015 ANNUAL ORDINARY GENERAL MEETING

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 17th, 2015 at 12:30 hours at Athens Plaza hotel, Syntagma Square with shareholders being present representing a percentage of 68.80% of the share capital.

All items on the daily agenda were approved and the voting results for each item, pursuant to article 10 of the Law 3884/2010, are presented hereunder:

 

Item 1: Approval of the yearly 2014 Financial Statements (Parent Company – Consolidated) along with the relevant reports of the Board of Directors and of the Auditors – the proposal for no dividend distribution for the fiscal 2014 was also approved..

 

Number of shares for which legitimate votes were submitted: 76,221,309

Percentage on Company share capital: 68.80%

Total number of legitimate votes: 76,221,309

Number of votes for: 75,748,362 – against: 72,900 – abstain: 400,047

 

Item 2: Discharge of the members of the Board of Directors and the Auditors from any liability for damages with regard to the yearly 2014 Financial Statements.

 

Number of shares for which legitimate votes were submitted: 76,221,309

Percentage on Company share capital: 68.80%

Total number of legitimate votes: 76,221,309

Number of votes for: 75,944,762 – against: 143,500 – abstain: 133,047

 

Item 3: Election of the new Board: 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. Stoufis, Mr. Konstantinos V. Maraveas, Mr. Antonios Th. Theocharis. The latter two BoD members are non – executive independent. The organization of the BoD as a Body Corporate will take place shortly.

 

Number of shares for which legitimate votes were submitted: 76,221,309

Percentage on Company share capital: 68.80%

Total number of legitimate votes: 76,221,309

Number of votes for: 69,297,318 – against: 6,883,991 – abstain: 40,000

 

Item 4: Appointment of the members of the Audit Committee: Mr. George P. Alexandridis (Chairman), Mr. Antonios Th. Theocharis (Member), Mr. Konstantinos V. Maraveas. Substitute Member: Ms Niki D. Stoufis

 

Number of shares for which legitimate votes were submitted: 76,221,309

Percentage on Company share capital: 68.80%

Total number of legitimate votes: 76,221,309

Number of votes for: 76,168,857 – against: 12,452 – abstain: 40,000

 

Item 5: Election of two Auditors, one ordinary and one substitute, for the fiscal year 2015 and approval of their fees.

 

Number of shares for which legitimate votes were submitted: 76,221,309

Percentage on Company share capital: 68.80%

Total number of legitimate votes: 76,221,309

Number of votes for: 74,353,450 – against: 68,758 – abstain: 1,799,101

 

Item 6: Approval of the fees of the Board of Directors for the accounting year 2014 and pre-approval of their fees for the accounting year 2015.

 

Number of shares for which legitimate votes were submitted: 76,221,309

Percentage on Company share capital: 68.80%

Total number of legitimate votes: 76,221,309

Number of votes for: 76,181,309 – against: 0 – abstain: 40,000

 

Item 7: Approval of the share buy back program (maximum number of Company shares to be bought: 2,000,000, maximum price Euro 10 per share, minimum price Euro 4 per share, program duration: June 18, 2015 – June 16, 2017, through the Member of the Athex PIRAEUS SECURITIES) and provision of authorisation to the Board for the procedural matters related to the program.

 

Number of shares for which legitimate votes were submitted: 76,221,309

Percentage on Company share capital: 68.80%

Total number of legitimate votes: 76,221,309

Number of votes for: 76,181,309 – against: 0 – abstain: 40,000

 

 

MAROUSSI, JUNE 18th, 2015

The Board of Directors

Decision of the General Meeting dated June 17, 2015 in relation to Share Buyback

MOTOR OIL (HELLAS) CORINTH REFINERIES S.A. hereby announces that the Annual Ordinary General Meeting of June 17, 2015 approved the share buyback program in accordance with article 16 of the Codified Law 2190/1920 as it is in force and provided authorization to the Board of the Company to carry out any action necessary in connection to the procedural matters related to the program. More specifically, the Assembly approved the purchase of up to 2,000,000 Company shares, at a maximum price of Euro 10 per share, minimum price of Euro 4 per share, and program duration from June 18, 2015 until June 16, 2017. The share purchases will be effected through the ATHEX Member PIRAEUS SECURITIES. The buyback shares, once purchased, will be cancelled (following a decision by a future General Shareholders’ Meeting) or sold through the Stock Exchange (in case such course of action is deemed to suit better the interests of the Company) following a decision by the Company’s Board.

 

Maroussi, June 18, 2015

The Board of Directors

Announcement of Business Developments

MOTOR OIL (HELLAS) CORINTH REFINERIES S.A. hereby announces that on June 2, 2015 the company M & M Gas as joint venture leader submitted an offer in the context of the Open Tender conducted by the Natural Gas Public Company of Cyprus (DEFA) titled “Invitation for Supply of Natural Gas to DEFA for Power Generation”. Together with M & M Gas, Trafigura, one of the leading commodity trading firms worldwide, and METKA, which is part of the MYTILINEOS Group, participate in the joint venture.

MOTOR OIL (HELLAS) CORINTH REFINERIES S.A. and the MYTILINEOS Group participate in the share capital of M & M Gas with a stake of 50% each.

In case the Tender is awarded to the above mentioned joint venture, MOTOR OIL (HELLAS) CORINTH REFINERIES S.A. will proceed with a new announcement in order to inform the investment community.

 

Maroussi, June 3, 2015

The Board of Directors