Shareholders General Μeeting dated June 26th, 2015
«FOLLI-FOLLIE COMMERCIAL MANUFACTURING SOCIETE ANONYME», under the trade name «FF GROUP» (hereinafter, the “Company”), announces that, today this Friday the 26th June 2015, Friday, at 12:00 pm, at the offices of the Company in Agios Stefanos, Attica, 23rd km. of Athens – Lamia National Road, the shareholders of the Company convened into a General Meeting pursuant to announcement of the respective invitation.
In the General Meeting were present or represented shareholders representing 73.42% (quorum) of the Company’s share capital, namely 49,153,754 shares and voting rights out of a total of 66,948,210.
More specifically, today the Shareholders General Meeting adopted the following resolutions:
1. Approval of the annual company’s and consolidated financial statements for the fiscal year 1st January 2014 – 31st December 2014, after having heard the reports of the Board of Directors on the realization of the above fiscal year and the Chartered Auditor-Accountant. 49,088,612 shares voted in favor, i.e. 99.87% of the total shares there represented. 5,256 shares voted against, i.e. a percentage of 0.01% of the total shares there represented. 59,886 shares abstained, i.e. a percentage of 0.12% of the total shares there represented.
2. Resolution on the distribution of the net profits of the fiscal year 1st January 2014 – 31st December 2014 and on the non-distribution of dividend to the shareholders. 49,153,754 shares voted in favor, i.e. 100% of the total shares there represented.
3. Release of the members of the Board of Directors and the Chartered Auditor-Accountant from any liability to compensate for the fiscal year 2014. 48,952,694 shares voted in favor, i.e. 99.59% of the total shares there represented. 132,083 shares voted against, i.e. a percentage of 0.27% of the total shares there represented. 68,977 shares abstained, i.e. a percentage of 0.14% of the total shares there represented.
4. Election of Mrs. Chryssoula Tsakalogianni, daughter of George, (SOEL no. 23811), as an ordinary Chartered Auditor – Accountant and Mr. George Varthalitis, son of John, (SOEL no. 10251) as a deputy Chartered Auditor – Accountant, both members of the auditing company “V.N.T. AUDITING S.A.” (ELTE no. 045 and SOEL no. 174 under the trade name “Baker Tilly Greece V.N.T. S.A.”, for the fiscal year 2015 and definition of their remuneration due for that year. 41,716,399 shares voted in favor, i.e. 84.87% of the total shares there represented. 6,119,943 shares voted against, i.e. a percentage of 12.45% of the total shares there represented. 1,317,412 shares abstained, i.e. a percentage of 2.68% of the total shares there represented.
5. Approval of all kinds of fees and compensations paid to the members of the Board of Directors in fiscal year 2014 and prior approval of all kinds of fees and compensations to be paid during fiscal year 2015. 38,801,890 shares voted in favor, i.e. 78.94% of the total shares there represented. 4,335,441 shares voted against, i.e. a percentage of 8.82% of the total shares there represented. 6,016,423 shares abstained, i.e. a percentage of 12.24% of the total shares there represented.
6. Approval of provision of guarantees, facilities (including share capital increases) in favour of affiliated companies of the group according to article 42 e par. 5 of cl 2190/1920 and authorization to the Board of Directors for the materialization of the said decision. 49,149,164 shares voted in favor, i.e. 99.99% of the total shares there represented. 4,590 shares voted against, i.e. a percentage of 0.01% of the total shares there represented.
7. Approval of a program for buying owned shares by the company and decision on the minimum price of acquisition at 5 Euros and maximum price at 50 Euros. 46,708,530 shares voted in favor, i.e. 95.03% of the total shares there represented. 1,446,353 shares voted against, i.e. a percentage of 2.95% of the total shares there represented. 998,871 shares abstained, i.e. a percentage of 2.02% of the total shares there represented.
8. Increase of the share capital by capitalization of a part of the reserves above par value (amounting to 13,270,156.94 Euros), by way of relevant increase of nominal value of the share. 47,846,812 shares voted in favor, i.e. 97.34% of the total shares there represented. 398,967 shares voted against, i.e. a percentage of 0.81% of the total shares there represented. 908,075 shares abstained, i.e. a percentage of 1.85 % of the total shares there represented.
9. Equal reduction (i.e. for the amount of 13,270,156.94 Euro) of the share capital, return of cash to the shareholders (amounting to 0.20 Euros per share), reduction of the nominal value of the share and provision of the necessary authorizations to the Board of Directors of the Company in relation to the return of the amount of the reduction οf the capital to the shareholders in cash, the record date and the date of the commencement of the payment of this return of cash. 47,846,812 shares voted in favor, i.e. 97.34% of the total shares there represented. 398,967 shares voted against, i.e. a percentage of 0.81% of the total shares there represented. 908,075 shares abstained, i.e. a percentage of 1.85 % of the total shares there represented.
10. Resolution on item 10 was adjourned for the next meeting.
Athens, 26-6-2015
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