Result of AGM

RNS Number : 7641Z
Bank of Cyprus Holdings PLC
25 May 2021
 

Announcement

 

Resolutions of the Shareholders Annual General Meeting (AGM)  

 

Nicosia, 25 May 2021

 

 

 

The Annual General Meeting ("AGM") of the Bank of Cyprus Holdings Public Limited Company ("the Company" or "the Bank") was held at the Company's Headquarters on Tuesday, 25 May 2021. The AGM was attended by 42 Shareholders & Depository Interest Holders, either in person or by proxy, who represented 206.848.466 shares, that is 46,36% of the total issued share capital of the Company.

 

 

Ordinary Business

 

The AGM considered the Financial Statements for the year ended 31 December 2020 together with the reports of the Directors and the Auditors and fixed the ordinary remuneration of the Members of the Board.

 

The AGM authorised the Board of Directors to fix the remuneration of PricewaterhouseCoopers as the Company's Statutory Auditors for the year 2021. 

 

The following Directors were re-elected to the Board of Directors:

 

a)  Efstratios-Georgios (Takis) Arapoglou

b)  Lyn Grobler

c)  Arne Berggren

d)  Maksim Goldman

e)  Paula Hadjisotiriou

f)  Dr Michael Heger

g)  Panicos Nicolaou

h)  Maria Philippou

i)  Nicolaos Sofianos

j)  Ioannis Zographakis

 

Mr Constantine Iordanou and Mrs Eliza Livadiotou were elected to the Board of Directors effective from the date of the approval of their appointment by the European Central Bank (ECB).

 

The AGM received and considered the Annual Remuneration Report of the Remuneration Committee for the year ended 31 December 2020 and the 2021 Remuneration Policy.

 

 

 

 

 

Special Business

 

The AGM further resolved to :

 

· Authorise the Directors to issue shares;

· Authorise the Directors to dis-apply the pre-emption provisions of Section 1022 of the Companies Act 2014;

· Authorise the Directors to dis-apply the pre-emption provisions of Section 1022 of the Companies Act 2014 in respect of financing a transaction;

· Authorise the Directors to issue, allot, grant options over or otherwise dispose of ordinary shares on the conversion or exchange of Additional Tier 1 Contingent Equity Conversion Notes;

· Authorise the Directors to dis-apply the pre-emption provisions of Section 1022 of the Companies Act 2014 in respect of shares issued pursuant to Resolution 8;

· Authorise the Directors to repurchase shares of the Company;

· Determine the re-issue price range for treasury shares; and

· Allow for the convening of an Extraordinary General Meeting by at least 14 clear days' notice.

 

as per the provisions made in the Notice of Annual General Meeting issued on 26 April 2021.

 

The above Special Business resolutions are valid until the next AGM or 24 August 2022, whichever is the earlier.

 

In accordance with Listing Rule 14.3.6, copies of the resolutions that do not constitute ordinary business at an annual general meeting will be submitted to the National Storage Mechanism and will be available after 6:00 pm (Cyprus Time).

 

A table setting out the voting results for each of the resolutions is included in the Appendix attached. It is noted that a vote withheld is not a vote in law and is not counted in the calculation of the proportion of the votes for and against the resolution.



 

Appendix:  List of resolutions approved by the AGM (numbering as per Notice of Annual General Meeting issued on 26 April 2021)

 

 

Resolution

number

Voting For

Voting Against

Votes Withheld

Approved

Yes/No

Number

of shares

% of total valid

votes casted

Number

of shares

% of total valid

votes casted

1

206,848,179

100.00

0

0.00

0

Yes

2

206,848,179

100.00

0

0.00

0

Yes

3

206,848,179

100.00

0

0.00

0

Yes

4(a)

180,515,404

90.07

19,893,085

9.93

6,439,690

Yes

4(b)

200,408,489

100.00

0

0.00

6,439,690

Yes

4(c)

200,408,489

100.00

0

0.00

6,439,690

Yes

4(d)

106,754,800

57.88

77,691,635

42.12

22,401,744

Yes

4(e)

200,408,489

100.00

0

0.00

6,439,690

Yes

4(f)

200,408,487

100.00

2

0.00

6,439,690

Yes

4(g)

200,408,489

100.00

0

0.00

6,439,690

Yes

4(h)

200,408,487

100.00

2

0.00

6,439,690

Yes

4(i)

200,408,489

100.00

0

0.00

6,439,690

Yes

4(j)

200,408,489

100.00

0

0.00

6,439,690

Yes

4(k)

200,408,489

100.00

0

0.00

6,439,690

Yes

4(l)

200,408,489

100.00

0

0.00

6,439,690

Yes

5

172,376,107

86.01

28,032,382

13.99

6,439,690

Advisory, non - binding resolution

6

200,408,489

100.00

0

0.00

6,439,690

Advisory, non - binding resolution

7

200,408,489

100.00

0

0.00

6,439,690

Yes

8

200,408,489

100.00

0

0.00

6,439,690

Yes

9

200,408,489

100.00

0

0.00

6,439,690

Yes

10

200,408,489

100.00

0

0.00

6,439,690

Yes

11

200,408,489

100.00

0

0.00

6,439,690

Yes

12

200,408,489

100.00

0

0.00

6,439,690

Yes

13

200,408,489

100.00

0

0.00

6,439,690

Yes

14

199,061,445

99.33

1,347,044

0.67

6,439,690

Yes

 

 

Group Profile

The Bank of Cyprus Group is the leading banking and financial services group in Cyprus, providing a wide range of financial products and services which include retail and commercial banking, finance, factoring, investment banking, brokerage, fund management, private banking, life and general insurance. The Bank of Cyprus Group operates through a total of 91 branches in Cyprus, of which 11 operate as cash offices. Bank of Cyprus also has representative offices in Russia, Ukraine and China. The Bank of Cyprus Group employs 3,557 staff worldwide. At 31 March 2021, the Group's Total Assets amounted to €23.0 bn and Total Equity was €2.1 bn. The Bank of Cyprus Group comprises Bank of Cyprus Holdings Public Limited Company, its subsidiary Bank of Cyprus Public Company Limited and its subsidiaries.

 

 

This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact rns@lseg.com or visit www.rns.com.

RNS may use your IP address to confirm compliance with the terms and conditions, to analyse how you engage with the information contained in this communication, and to share such analysis on an anonymised basis with others as part of our commercial services. For further information about how RNS and the London Stock Exchange use the personal data you provide us, please see our Privacy Policy.
 
END
 
 
RAGSEEFFIEFSEDI
UK 100