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Ελληνικά

Month: June 2016

Payment of the Dividend Remainder for the Fiscal Year 2015

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MOTOR OIL (HELLAS) S.A. hereby announces that the Annual Ordinary General Meeting of Company shareholders dated June 8th, 2016 approved the distribution of an aggregate dividend amount of Euro 0.65 per share for the fiscal year 2015. It is reminded that on December 14th, 2015 the Company paid an interim dividend of Euro 0.15 per share as advance payment for the year 2015 dividend. As a result, the remainder amount of dividend payable for the year 2015is equal to Euro 0.50 per share. The dividend remainder amount is subject to a 10% tax withholding (that is Euro 0.05 per share),according to article 64 of the Law 4172/2013as currently in force following publication of the Law 4389/2016 (Government Gazette A’ 94/27.05.2016), thereby the net payable amount being Euro 0.45 per share. Company shareholders registered in the electronic files of the Dematerialized Securities System (S.A.T.) dated Tuesday June 28th, 2016 (record date) for MOTOR OIL (HELLAS) S.A. are entitled to the remainder amount of dividend. As of Monday June 27th, 2016 the shares will trade ex-dividend remainder for the year 2015.

 

The payment of the year 2015 dividend remainder to the shareholders will be effected through the payee bank BANK OF PIRAEUS S.A. on Monday July 4th, 2016as follows:

 

1.      Through the Dematerialized Securities System (S.A.T) Operators (banks, securities firms) for those shareholders who have authorized their Operator for the dividend collection.

2.      Shareholders who have revoked the dividend collection authorization to theirS.A.T Operator or keep their shares in the special account of their Dematerialization Share Securities Account will be attended to at any branch of BANK OF PIRAEUS S.A.

3.      Shareholders not credited by their S.A.T Operators, for whatever reason, will be attended to at any branch of BANK OF PIRAEUS S.A. from Friday July 8th, 2016.

 

For the cases 2 and 3 described above, shareholders can collect the dividend remainder in person or through their legally authorized representative until December 31st, 2016 by presenting to the payee bank a copy of their S.A.T details and their Identification Card.

 

After December 31st, 2016 the collection of the dividend remainder will be possible only from the Headquarters of the Company, Shareholders´ Department (12A IrodouAttikou str., 151 24 Maroussi tel. +30 210 8094 042).

 

Dividends which will not be collected within 5 years are written off in favor of the Hellenic State.

 

Maroussi, 21 June 2016

The Board of Directors

Voting results of 2016 Annual Ordinary General Assembly

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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 took place on June 8th, 2016 at 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 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 2015 Financial Statements (Parent Company – Consolidated) along with the relevant reports of the Board of Directors and of the Auditors.

 

Number of shares for which legitimate votes were submitted: 81,248,208

Percentage on Company share capital: 73.34%

Total number of legitimate votes: 81,248,208

Number of votes for: 76,792,390 – against: 4,279,407 – abstain: 176,411

 

 

Item 2: Discharge of the members of the Board of Directors and of the Auditors from any liability for damages with regard to the yearly 2015 Financial Statements.

 

Number of shares for which legitimate votes were submitted: 81,248,208

Percentage on Company share capital: 73.34%

Total number of legitimate votes: 81,248,208

Number of votes for: 76,623,002 – against: 4,449,345 – abstain: 175,861

 

 

Item 3: Election of a new Board.

 

Number of shares for which legitimate votes were submitted: 81,248,208

Percentage on Company share capital: 73.34%

Total number of legitimate votes: 81,248,208

Number of votes for: 64,319,279 – against: 16,928,379 – abstain: 550

 

 

Item 4: Appointment of the members of the Audit Committee.

 

Number of shares for which legitimate votes were submitted: 81,248,208

Percentage on Company share capital: 73.34%

Total number of legitimate votes: 81,248,208

Number of votes for: 75,764,951 – against: 5,482,707 – abstain: 550

 

 

Item 5: Approval of a dividend for the fiscal year 2015

 

Number of shares for which legitimate votes were submitted: 81,248,208

Percentage on Company share capital: 73.34%

Total number of legitimate votes: 81,248,208

Number of votes for: 81,248,208 – against: 0 – abstain: 0

 

Item 6: Election of two Auditors, one ordinary and one substitute, for the fiscal year 2016 and approval of their fees.

 

Number of shares for which legitimate votes were submitted: 81,248,208

Percentage on Company share capital: 73.34%

Total number of legitimate votes: 81,248,208

Number of votes for: 76,323,714 – against: 4,923,944 – abstain: 550

 

Item 7: Approval of the fees of the Board of Directors for the fiscal year 2015and pre-approval of their fees for the fiscal year 2016.

 

Number of shares for which legitimate votes were submitted: 81,248,208

Percentage on Company share capital: 73.34%

Total number of legitimate votes: 81,248,208

Number of votes for: 76,968,251 – against: 4,241,198 – abstain: 38,759

 

 

Item 8: Distribution of part of the fiscal 2015 Net Income of the Company to the personnel and to members of the BoD and provision of the relevant authorizations.

 

Number of shares for which legitimate votes were submitted: 81,248,208

Percentage on Company share capital: 73.34%

Total number of legitimate votes: 81,248,208

Number of votes for: 67,574,884 – against: 13,672,774 – abstain: 550

 

 

Item 9: Approval of 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 development Law 3908/2011 and subsidized with Euro 2,472,072.67 Euro.

 

Number of shares for which legitimate votes were submitted: 81,248,208

Percentage on Company share capital: 73.34%

Total number of legitimate votes: 81,248,208

Number of votes for: 76,968,251 – against: 4,279,407 – abstain: 550

 

 

Item 10: Approval of the extension of the Company’s duration with subsequent amendment of article 4 of the Company Memorandum and Articles of Association.

 

Number of shares for which legitimate votes were submitted: 81,248,208

Percentage on Company share capital: 73.34%

Total number of legitimate votes: 81,248,208

Number of votes for: 81,247,658 – against: 0 – abstain: 550

 

 

Item 11: 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.

 

Number of shares for which legitimate votes were submitted: 81,248,208

Percentage on Company share capital: 73.34%

Total number of legitimate votes: 81,248,208

Number of votes for: 65,831,157 – against: 14,263,699 – abstain: 1,153,352

 

 

Maroussi, June 13th, 2016.

The Board of Directors

Organization of the New Board of Directors as a Body Corporate

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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 8th, 2016, during its meeting οf June 9th, 2016 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. Stoufi – Non Executive Member

Antonios Th. Theocharis – Νon Executive / Independent Μember

Anastasios-Elias Chr. Triandaphyllidis – 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 2016.

 

Maroussi, June 13th, 2016

The Board of Directors

Decisions of the 2016 Annual Ordinary General Assembly

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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