IMCOMPANY: strona spółki
3.07.2020, 9:55
IMC RESULTS OF THE ANNUAL GENERAL MEETING OF SHAREHOLDERS WITH RESOLUTIONS ADOPTED
IMC S.A. (the Company) informs that all resolutions of the Annual general meeting of shareholders which was held on 30 June 2020 at the registered office of the company have been adopted.
All resolutions adopted at the Annual general meeting come into force on the day of their adoption. In accordance with the provisions of the law of 24 May 2011 implementing the Directive 2007/36 EC of the European Parliament and of the Council of 11 July 2007 on the exercise of certain rights of shareholders of listed companies, we hereby inform you of the resolutions which were proposed for adoption at the Annual general meeting of shareholders: The General Meeting, after having received the presentation of the management report of the board of directors (the "Report of the Board"), the independent auditor's report on the annual accounts of the Company prepared in accordance with the laws and regulations of the Grand-Duchy of Luxembourg (the "Auditor's Report"), the individual annual accounts of the Company prepared in Lux Gap for the financial year ending 31 December 2019 (the "Annual Accounts"), the consolidated financial statements of the Company's group prepared in accordance with the International Financial Reporting Standards for the financial year ending 31 December 2019 (the "Consolidated Financial Statements") and presentation and report by the Board of the salary, fees and advantages paid to the executive directors, approves the Annual Accounts of the Company for the financial year ending 31 December 2019. FIRST RESOLUTION The General Meeting approved the nomination of Mr Christian Tailleur as the chairman of the general meeting of shareholders. SECOND RESOLUTION The General Meeting approved the nomination of Mrs Catia Campos as the scrutineer of the general meeting of shareholders. THIRD RESOLUTION The General Meeting approved the Annual Accounts of the Company for the financial year ending 31 December 2019 in their entirety. FOURTH RESOLUTION The General Meeting approved the Consolidated Financial Statements for the financial year ending 31 December 2019 in their entirety. FIFTH RESOLUTION The General Meeting approved the remuneration policy of the Company. SIXTH RESOLUTION The General Meeting acknowledged the remuneration paid by the Company to the directors of the Company during the first quarter of 2020 in the amount of USD 226,754.83 and EUR 11,976.12 and ratified the payment of such remuneration. SEVENTH RESOLUTION The General Meeting approved the remuneration to be paid to the directors of the Company from 1 April 2020 to 31 December 2020 in a global amount of USD 731,198.64 and EUR 36,164.40. EIGHTH RESOLUTION The General Meeting, acknowledged the profit realized by the Company during the financial year ending 31 December 2019 and decided in favour of carrying such profit to the next financial year. EUR Result brought forward from 2018 959,878 Profit of the year 2019 14,870,053 Retaining earnings available for allocation 15,829,931 Allocation of interim dividends as final dividend for 2019 (14,930,100) Result brought forward 899,831 NINETH RESOLUTION The General Meeting confirmed the reappointment of BDO Audit, a public limited liability company (société anonyme) organized and established under Luxembourg law, having its registered at 1, rue Jean Piret, L-2350 Luxembourg, Grand Duchy of Luxembourg, registered with the Luxembourg Register of Commerce and Companies under number B147570 as the approved audit firm (cabinet de revision agréé) of the Company for a new mandate until the annual general shareholders meeting to be held in 2021. TENTH RESOLUTION The General Meeting granted discharge to all directors (including for the avoidance of doubt any past director having acted as director, executive director or non-executive directive during the financial year ending 31 December 2019) for the past activities and related financial statements of the Company. ELEVENTH RESOLUTION The General Meeting confirmed (i) the mandate ending at the annual general shareholders meeting to be held in 2022 of the current following executive directors of the Company (Mr. Alex Lissitsa, Mr. Dmytro Martyniuk, Mr Oleksandr Petrov), (ii) the mandate ending at the annual general meeting to be held in 2026 of the current following executive directors of the Company (Mr Sergii Klimishyn, Mr Oleksandr Verzhykhovskyi and Ms Krysenko Olena) and (iii) the mandate ending at the annual general meeting to be held in 2022 of the current non-executive directors (Mr. Kamil Jan Gaworecki and Mr. Alfons Wilhelm Balmann), as members of the Board of Directors of the Company for another year until the next AGM and in their respective role of executive directors or non-executive directors. The minutes of the Annual general shareholders’ meeting of the Company held in Luxembourg on 30 June 2020 with adopted resolutions are duly published on our website. Legal grounds: Art.56.1.2 of the Act of 29 July 2005 on the public offering, conditions governing the introduction of financial instruments to organized trading system and on public companies in conjunction with Art. 103.2 of the Regulation of the Ministry of Finance of 19 October 2005 on Ongoing and Periodic Information to be published by Issuers of Securities.
All resolutions adopted at the Annual general meeting come into force on the day of their adoption. In accordance with the provisions of the law of 24 May 2011 implementing the Directive 2007/36 EC of the European Parliament and of the Council of 11 July 2007 on the exercise of certain rights of shareholders of listed companies, we hereby inform you of the resolutions which were proposed for adoption at the Annual general meeting of shareholders: The General Meeting, after having received the presentation of the management report of the board of directors (the "Report of the Board"), the independent auditor's report on the annual accounts of the Company prepared in accordance with the laws and regulations of the Grand-Duchy of Luxembourg (the "Auditor's Report"), the individual annual accounts of the Company prepared in Lux Gap for the financial year ending 31 December 2019 (the "Annual Accounts"), the consolidated financial statements of the Company's group prepared in accordance with the International Financial Reporting Standards for the financial year ending 31 December 2019 (the "Consolidated Financial Statements") and presentation and report by the Board of the salary, fees and advantages paid to the executive directors, approves the Annual Accounts of the Company for the financial year ending 31 December 2019. FIRST RESOLUTION The General Meeting approved the nomination of Mr Christian Tailleur as the chairman of the general meeting of shareholders. SECOND RESOLUTION The General Meeting approved the nomination of Mrs Catia Campos as the scrutineer of the general meeting of shareholders. THIRD RESOLUTION The General Meeting approved the Annual Accounts of the Company for the financial year ending 31 December 2019 in their entirety. FOURTH RESOLUTION The General Meeting approved the Consolidated Financial Statements for the financial year ending 31 December 2019 in their entirety. FIFTH RESOLUTION The General Meeting approved the remuneration policy of the Company. SIXTH RESOLUTION The General Meeting acknowledged the remuneration paid by the Company to the directors of the Company during the first quarter of 2020 in the amount of USD 226,754.83 and EUR 11,976.12 and ratified the payment of such remuneration. SEVENTH RESOLUTION The General Meeting approved the remuneration to be paid to the directors of the Company from 1 April 2020 to 31 December 2020 in a global amount of USD 731,198.64 and EUR 36,164.40. EIGHTH RESOLUTION The General Meeting, acknowledged the profit realized by the Company during the financial year ending 31 December 2019 and decided in favour of carrying such profit to the next financial year. EUR Result brought forward from 2018 959,878 Profit of the year 2019 14,870,053 Retaining earnings available for allocation 15,829,931 Allocation of interim dividends as final dividend for 2019 (14,930,100) Result brought forward 899,831 NINETH RESOLUTION The General Meeting confirmed the reappointment of BDO Audit, a public limited liability company (société anonyme) organized and established under Luxembourg law, having its registered at 1, rue Jean Piret, L-2350 Luxembourg, Grand Duchy of Luxembourg, registered with the Luxembourg Register of Commerce and Companies under number B147570 as the approved audit firm (cabinet de revision agréé) of the Company for a new mandate until the annual general shareholders meeting to be held in 2021. TENTH RESOLUTION The General Meeting granted discharge to all directors (including for the avoidance of doubt any past director having acted as director, executive director or non-executive directive during the financial year ending 31 December 2019) for the past activities and related financial statements of the Company. ELEVENTH RESOLUTION The General Meeting confirmed (i) the mandate ending at the annual general shareholders meeting to be held in 2022 of the current following executive directors of the Company (Mr. Alex Lissitsa, Mr. Dmytro Martyniuk, Mr Oleksandr Petrov), (ii) the mandate ending at the annual general meeting to be held in 2026 of the current following executive directors of the Company (Mr Sergii Klimishyn, Mr Oleksandr Verzhykhovskyi and Ms Krysenko Olena) and (iii) the mandate ending at the annual general meeting to be held in 2022 of the current non-executive directors (Mr. Kamil Jan Gaworecki and Mr. Alfons Wilhelm Balmann), as members of the Board of Directors of the Company for another year until the next AGM and in their respective role of executive directors or non-executive directors. The minutes of the Annual general shareholders’ meeting of the Company held in Luxembourg on 30 June 2020 with adopted resolutions are duly published on our website. Legal grounds: Art.56.1.2 of the Act of 29 July 2005 on the public offering, conditions governing the introduction of financial instruments to organized trading system and on public companies in conjunction with Art. 103.2 of the Regulation of the Ministry of Finance of 19 October 2005 on Ongoing and Periodic Information to be published by Issuers of Securities.