19/04/2024 17:25:01

Announcement of Regulated Information in the Context of the Regulation EC 596/2014: Transaction Acknowledgment

It is hereby announced that on June 25th, 2018 Mr. Petros T. Tzannetakis, Deputy Managing Director and Chief Financial Officer of MOTOR OIL (HELLAS) S.A., purchased 500 Company shares of total value EURO 9,350.

Mr. Tzannetakis is a person obliged to acknowledge his Stock Exchange transactions on Company shares pursuant to article 19 of the Regulation (EU) 596/2014 and article 13 of the Law 3340/2005.

 

Maroussi, June 26th, 2018

Transactions after December 31, 2016 (Article 13 Law 3340/05)

Payment of the Dividend Remainder for the Fiscal Year 2017

MOTOR OIL (HELLAS) S.A. hereby announces that the Annual Ordinary General Meeting of Company shareholders dated June 6th, 2018 approved the distribution of an aggregate dividend amount of Euro 1.30 per share for the fiscal year 2017. It is reminded that on December 18th, 2017 the Company paid an interim dividend of Euro 0.30 per share as advance payment for the year 2017 dividend. As a result, the remainder amount of dividend payable for the year 2017 is Euro 1.00 per share. The dividend remainder amount is subject to a 15% tax imposed on dividends (that is Euro 0.15 per share) pursuant to paragraph 11 of article 112 of the Law 4387/2016 (Government Gazette A’ 85/12.05.2016) as amended with the Law 4389/2016 (Government Gazette A’ 94/27.05.2016). As a result the net payable amount will be Euro 0.85 per share. Company shareholders registered in the electronic files of the Dematerialized Securities System (DSS) dated Wednesday June 27th, 2018 (record date) for MOTOR OIL (HELLAS) S.A. are entitled to the remainder amount of dividend. As of Tuesday June 26th, 2018 the shares will trade ex-dividend remainder for the year 2017.

The Company will use funds kept with overseas banks for the payment of the year 2017 dividend remainder. The payment of the year 2017 dividend remainder to the shareholders will be effected through the payee bank – BANK OF PIRAEUS S.A. – on Tuesday July 3rd, 2018 as follows:

1.      Through the Dematerialized Securities System (DSS) Operators, that is Banks and Securities firms, for those shareholders who have authorized their Operator(s) for the dividend collection.

2.      By direct credit to the bank account corresponding to the International Bank Account Number (IBAN) declared by the shareholder, pursuant to article 13 of the DSS Operation Regulation and decision number 6 of the ATHEXCSD Board, as in force, in case the shareholder does not wish to collect the dividend through his/her Operator(s). This case concerns only the shareholders who have declared an IBAN kept with the payee bank – BANK OF PIRAEUS S.A.

3.      The shareholders who have entered through their Operator(s) into the DSS the indication “Don’t use IBAN for payments with funds from a foreign remittance” will be attended to at any branch of the payee bank – BANK OF PIRAEUS S.A. The collection of the dividend through any branch of the payee bank concerns also those shareholders of category 2 above who have not declared an IBAN kept with the payee bank – BANK OF PIRAEUS S.A.

4.      The shareholders not credited by their DSS Operator(s), for whatever reason, will be attended to at any branch of the payee bank – BANK OF PIRAEUS S.A. – from Monday July 9th, 2018.

The shareholders falling into the categories 3 and 4 described above will be able to collect the dividend remainder in person or through their legally authorized representative until December 31st, 2023 by presenting to the payee bank – BANK OF PIRAEUS  S.A. – a copy of their DSS details and their Identification Card.

Dividends not collected until December 31st, 2023 will be written off in favour of the Hellenic State.

Maroussi, 18 June 2018

The Board of Directors

Decision of the General Meeting dated June 6, 2018 in relation to Share Buyback

MOTOR OIL (HELLAS) CORINTH REFINERIES S.A. hereby announces that the Annual Ordinary General Meeting of June 6, 2018 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 relating to the program. More specifically, the Assembly approved the purchase of up to 5,000,000 Company shares, at a maximum price of Euro 18 per share, minimum price of Euro 8 per share, and program duration from June 18, 2018 until May 29, 2020. The share purchases will be effected through the ATHEX Member PIRAEUS SECURITIES.

 

Maroussi, June 12, 2018

The Board of Directors

Voting results of 2018 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 took place on June 6th, 2018 at 12:30 hours at Athens Plaza hotel, Syntagma Square with shareholders being present representing a percentage of 77.35% 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 2017 Financial Statements (Parent Company – Consolidated) including the non-financial information along with the relevant reports of the Board of Directors and of the Auditors.

Number of shares for which legitimate votes were submitted: 85,692,100

Percentage of Company’s share capital: 77.35%, Total number of legitimate votes: 85,692,100

Number of votes for: 81,033,877 – against: 4,383,010 – abstain: 275,213

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 2017 Financial Statements.

Number of shares for which legitimate votes were submitted: 85,692,100

Percentage of Company’s share capital: 77.35%, Total number of legitimate votes: 85,692,100

Number of votes for: 80,825,133 – against: 4,580,709 – abstain: 286,258

Item 3: Election of a new Board.

Number of shares for which legitimate votes were submitted: 85,692,100

Percentage of Company’s share capital: 77.35%, Total number of legitimate votes: 85,692,100

Number of votes for: 62,146,849 – against: 23,529,853 – abstain: 15,398

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

Number of shares for which legitimate votes were submitted: 85,692,100

Percentage of Company’s share capital: 77.35%, Total number of legitimate votes: 85,692,100

Number of votes for: 75,298,481 – against: 10,378,121 – abstain: 15,498

Item 5: Approval of a dividend for the fiscal year 2017

Number of shares for which legitimate votes were submitted: 85,692,100

Percentage of Company’s share capital: 77.35%, Total number of legitimate votes: 85,692,100

Number of votes for: 85,676,702 – against: 0 – abstain: 15,398

Item 6: Election of two Auditors, one ordinary and one substitute, for the fiscal year 2018 and approval of their fees.

Number of shares for which legitimate votes were submitted: 85,692,100

Percentage of Company’s share capital: 77.35%, Total number of legitimate votes: 85,692,100

Number of votes for: 77,956,909 – against: 7,656,408 – abstain: 78,783

Item 7: Approval of the fees of the Board of Directors for the fiscal year 2017 and pre-approval of their fees for the fiscal year 2018.

Number of shares for which legitimate votes were submitted: 85,692,100

Percentage of Company’s share capital: 77.35%, Total number of legitimate votes: 85,692,100

Number of votes for: 79,971,787 – against: 4,353,638 – abstain: 1,366,675

Item 8: Distribution of part of the fiscal 2017 Net Income of the Company to the personnel and to members of the BoD and granting of the relevant authorizations.

Number of shares for which legitimate votes were submitted: 85,692,100

Percentage of Company’s share capital: 77.35%, Total number of legitimate votes: 85,692,100

Number of votes for: 63,762,239 – against: 21,810,463 – abstain: 119,398

Item 9: Early termination of the share buyback program of Company shares.

Number of shares for which legitimate votes were submitted: 85,692,100

Percentage of Company’s share capital: 77.35%, Total number of legitimate votes: 85,692,100

Number of votes for: 81,007,580 – against: 4,669,122 – abstain: 15,398

Item 10: Approval of a share buyback program of Company shares and granting of authorization to the Board relating to the procedural matters of the program.

Number of shares for which legitimate votes were submitted: 85,692,100

Percentage of Company’s share capital: 77.35%, Total number of legitimate votes: 85,692,100

Number of votes for: 80,787,481 – against: 4,825,836– abstain: 78,783

Item 11: Approval of formation of taxed reserves Euro 1,648,048.45 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: 85,692,100

Percentage of Company’s share capital: 77.35%, Total number of legitimate votes: 85,692,100

Number of votes for: 81,322,964 – against: 4,353,638– abstain: 15,498

Maroussi, June 8th, 2018.

The Board of Directors

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 6th, 2018, during its meeting οf June 7th, 2018 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. Triantaphyllidis – Νon Executive / Independent Μember

Panayotis J. Constantaras – Non Executive / Independent Member

 

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 2018.

 

MAROUSSI, June 8th, 2018

THE BOARD OF DIRECTORS

Announcement in the Context of the Regulation EC 596/2014: Transaction Acknowledgment

It is hereby announced that on June 7th, 2018, MOTOR OIL HOLDINGS LTD purchased 45,000 MOTOR OIL (HELLAS) S.A. shares of total value EURO 840,600 from DOSON INVESTMENTS COMPANY.

MOTOR OIL HOLDINGS LTD is a related legal entity with Messrs. Vardis J. Vardinoyannis, John V. Vardinoyannis and Petros T. Tzannetakis who are, respectively, Chairman, Executive Vice-Chairman and Executive Member of the BoD of MOTOR OIL (HELLAS) S.A.

DOSON INVESTMENTS COMPANY is a related legal entity with Mr. Nikos Th. Vardinoyannis, Non-Executive BoD Member of MOTOR OIL (HELLAS) S.A.

All above individuals are obliged to acknowledge their stock exchange transactions on Company shares pursuant to article 19 of the Regulation E.C. 596/2014 and article 13 of the Law 3340/2005.

Maroussi, June 8th, 2018

 

Transactions after December 31, 2016 (Article 13 Law 3340/05)

Early termination of the share buyback program

MOTOR OIL (HELLAS) CORINTH REFINERIES S.A. hereby announces that the Annual General Assembly of Company shareholders dated June 6, 2018 approved the early termination of the buyback program (up to 4,000,000 Company shares) approved by the Annual General Assembly of Company shareholders dated June 7, 2017. Since the beginning of the program (June 19, 2017) until today the Company did not effect any purchases of treasury stock (the price range for treasury stock purchases had been set as follows: minimum price Euro 5 per share – maximum price Euro 15 per share).

Furthermore, it is declared that the Company has no treasury stock as of June 6, 2018.

Maroussi, 6 June 2018

The Board of Directors

Decisions of the Annual General Meeting 2018

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 6th, 2018 at 12:30 hours at Athens Plaza hotel, Syntagma Square with shareholders being present representing a percentage of 77.35% of the share capital.

 

All items on the daily agenda were approved.

 

Item 1: The yearly 2017 Financial Statements (stand alone and consolidated), including the non-financial information, 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 2017 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. Antonios Th. Theocharis, Mr. Anastasios – Elias Chr. Triandaphyllidis, Mr. Panayotis J. Constantaras. The latter three BoD members are non – executive independent in accordance with the provisions of the Corporate Governance Law 3016/2002. The organization of the BoD as a Body Corporate will take place shortly.

 

Item 4: The Audit Committee was appointed as follows: Mr. Panayotis J. Constantaras – Chairman (Independent pursuant to the Law 3016/2002), Mr. George P. Alexandridis – Member, Mr. Constantinos N. Thanopoulos – Member (Independent pursuant to the Law 3016/2002). Substitute Member: Ms Niki D. Stoufi.

 

Item 5: A dividend amount of Euro 1.30 per share for the fiscal year 2017 was approved. Considering that an amount of Euro 0.30 per share was paid as interim dividend on December 18, 2017 the dividend remainder for the fiscal year 2017 equals Euro 1.00 per share. The General Assembly approved the ex-date, record date and payment commencement date as follows: Ex-dividend remainder date: Tuesday June 26, 2018 – Record date: Wednesday June 27, 2018 (Company shareholders registered in the electronic files of the Dematerialized Securities System (S.A.T.) dated June 27, 2018 will be entitled to the dividend remainder) – Payment commencement date: Tuesday July 3, 2018. The payment of the year 2017 dividend remainder will be effected through a Payee Bank. The Company will provide details to the investment community in respect of the fiscal year 2017 dividend remainder payment with a subsequent announcement.

 

Item 6: Two Auditors, one ordinary and one substitute, were elected for the fiscal year 2018 and their fees were approved.

 

Item 7: The fees of the members of the Board of Directors for the fiscal year 2017 were approved and the respective fees for the fiscal year 2018 were pre-approved.

 

Item 8: The distribution of part of the fiscal 2017 Net Income of the Company to the personnel and to members of the BoD was approved and the relevant authorizations were granted.

 

Item 9: The early termination of the share Buyback program approved by the Annual Ordinary General Meeting of Company shareholders dated June 7, 2017 was approved. No share purchases had been effected since the beginning of that program (June 19, 2017) until today.

 

Item 10: The new share Buyback program (maximum number of Company shares to be bought: 5,000,000, maximum price Euro 18 per share, minimum price Euro 8 per share, program duration: June 18, 2018 – May 29, 2020, through the Member of the ATHEX PIRAEUS SECURITIES) was approved and the authorisation to the Board for the procedural matters relating to the program was granted.

 

Item 11: The formation of taxed reserves Euro 1,648,048.45 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.

 

 

 

Maroussi, June 6th, 2018.

The Board of Directors

Appointment of General Manager of the Marketing Division

According to article 2 of the Decision 3/347/12.7.2005 of the Hellenic Capital Market Commission, it is hereby announced that Mrs. Irene – Caroline Kontoyannis, until recently Crude & Products Marketing Manager, assumed the duties of General Manager of the Marketing Division.

 

Maroussi June 5, 2018

The Board of Directors

 

Regulated Information in the context of the Regulation EC 596 / 2014

Pursuant to the Regulation EC 596/2014 it is hereby announced that the pledge on 500,000 shares issued by MOTOR OIL (HELLAS) S.A. (from now on MOH) of a total value Euro 8,950,000 (based on the closing price of the share of MOH on 4 June 2018), those shares belonging to the shareholder of the Company under the legal name PETROVENTURE HOLDINGS LIMITED, was terminated on 4 June 2018. The pledge had been imposed on 20 October 2016 and throughout the intervening period PETROVENTURE HOLDINGS LIMITED kept the voting rights on the shares mentioned above.

PETROVENTURE HOLDINGS LIMITED is a related legal entity with Messrs. Vardis J. Vardinoyannis (Chairman of MOH Board and CEO), John V. Vardinoyannis (Executive Vice Chairman of MOH Board) and Petros Tz. Tzannetakis (Deputy Managing Director of MOH) who are under the obligation to announce their transactions with subject the shares issued by MOH.

Maroussi,  June 5, 2018

The Board of Directors