AGM notice, changes to the BoD and dividend dates

RNS Number : 9411Y

Coca-Cola HBC AG

14 May 2019

 

FOR IMMEDIATE RELEASE

Coca-Cola HBC AG

Announcement of the annual general meeting to be held on 18 June 2019, changes to the Board and dividend dates

Zug, Switzerland - 14 May 2019 - The Board of Directors of Coca-Cola HBC AG ("Coca-Cola HBC") has resolved to convene the Annual General Meeting ("AGM") to be held on Tuesday, 18 June 2019 at 11:00 am CET, at Bossard Arena, General-Guisan-Strasse 4, CH- 6300 Zug, Switzerland.

The Board of Directors proposes to elect Mr. Alfredo Rivera as a new member of the Board of Directors to succeed Mr. Ahmet Bozer who will retire from the Board of Directors at the conclusion of the AGM.  Subject to election at the AGM, Mr Rivera's appointment will take effect immediately following the conclusion of the AGM. Mr Rivera is President of the Latin America Group for The Coca-Cola Company. Further details are set out in the biography of Mr Rivera in the notice of the AGM. No further information is required to be disclosed pursuant to the UK Financial Conduct Authority's Listing Rule 9.6.13R and Mr Rivera does not hold any interests in the shares of Coca-Cola HBC. 

The AGM will also resolve to declare, for each ordinary registered share, (i) a dividend of EUR 0.57 (the "Ordinary Dividend") which was initially announced on 14 February 2019; and (ii) a special dividend of EUR 2.00 (the "Special Dividend") that was previously announced on 2 May 2019. The total aggregate amount of the Dividends will be capped at an amount of CHF 1,200,000,000. Payment of the Ordinary Dividend and the Special Dividend are anticipated to be made on 30 July 2019 to holders of Coca-Cola HBC AG shares on the record date of 5 July 2019.

Furthermore, the Board of Directors proposes a reduction in share capital by cancelling 3,249,803 registered shares held in treasury following the share repurchase programme implemented by the Board of Directors that was authorised by the annual general meeting held on 11 June 2018.

The AGM agenda items are set out in the summary below.

Agenda of the AGM

In summary, the AGM will have the following agenda and will include the following proposals by the Board of Directors:

1.  Receipt of the 2018 Integrated Annual Report, as well as approval of the annual management report, the stand-alone financial statements and the consolidated financial statements

2.  Appropriation of available earnings and reserves / declaration of dividend

2.1   Appropriation of available earnings

2.2   Declaration of dividends from reserves

3.  Discharge of the members of the Board of Directors and the members of the Operating Committee

4.  Election of the Board of Directors, the Chairman of the Board of Directors and the members of the Remuneration Committee

4.1   Current members of the Board of Directors

4.1.1  Re-election of Anastassis G. David as a member of the Board of Directors and as the Chairman of the Board of Directors (in a single vote)

4.1.2  Re-election of Alexandra Papalexopoulou as a member of the Board of Directors and as a member of the Remuneration Committee (in a single vote)

4.1.3  Re-election of Reto Francioni as a member of the Board of Directors and as a member of the Remuneration Committee (in a single vote)

4.1.4  Re-election of Charlotte J. Boyle as a member of the Board of Directors and as a member of the Remuneration Committee (in a single vote)

4.1.5  Re-election of Zoran Bogdanovic as a member of the Board of Directors

4.1.6  Re-election of Olusola (Sola) David-Borha as a member of the Board of Directors

4.1.7  Re-election of William W. Douglas III as a member of the Board of Directors

4.1.8  Re-election of Anastasios I. Leventis as a member of the Board of Directors

4.1.9  Re-election of Christodoulos Leventis as a member of the Board of Directors

4.1.10 Re-election of José Octavio Reyes as a member of the Board of Directors

4.1.11 Re-election of Ryan Rudolph as a member of the Board of Directors

4.1.12 Re-election of John P. Sechi as a member of the Board of Directors

4.2   Election of Alfredo Rivera as a new member of the Board of Directors

5.  Election of the independent proxy

6.  Election of the auditors

6.1   Re-election of the statutory auditor

6.2   Advisory vote on re-appointment of the independent registered public accounting firm for UK purposes

7.  Advisory vote on the UK Remuneration Report

8.  Advisory vote on the Remuneration Policy

9.  Advisory vote on the Swiss Remuneration Report

10. Approval of the remuneration of the Board of Directors and the Operating Committee

10.1 Approval of the maximum aggregate amount of remuneration for the Board of Directors until the next annual general meeting

10.2 Approval of the maximum aggregate amount of remuneration for the Operating Committee for the next financial year

11. Approval of a share capital reduction by cancelling treasury shares

The formal notice of the AGM, including a full description of the items of the agenda and the proposals of the Board of Directors, has been published today in the Swiss Official Gazette of Commerce (Schweizerisches Handelsamtsblatt). A circular incorporating the formal notice of the AGM will be sent to all registered shareholders. It has also been submitted to the National Storage Mechanism and will shortly be available for inspection at http://www.morningstar.co.uk/uk/NSM, as well as on Coca-Cola HBC's website at http://coca-colahellenic.com/en/media/news/, together with the 2018 integrated annual report and other relevant shareholder information.

Zug, 14 May 2019

Coca-Cola HBC AG

The Board of Directors

Enquiries

Coca‑Cola HBC Group

Joanna Kennedy Investor Relations Director	Tel: [phone]  [e-mail]
Vasso Aliferi Investor Relations Manager	Tel: [phone]  [e-mail]
Carla Fabiano Investor Relations Manager	Tel: [phone] [e-mail]

About Coca‑Cola HBC

Coca-Cola HBC is a leading bottler of The Coca-Cola Company with an annual sales volume of more than 2 billion unit cases. It has a broad geographic footprint with operations in 28 countries serving a population of more than 600 million people. Coca-Cola HBC offers a diverse range of primarily non-alcoholic ready-to-drink beverages in the sparkling, juice, water, sport, energy, tea and coffee categories. Coca-Cola HBC is committed to promoting sustainable development in order to create value for its business and for society. This includes providing products that meet the beverage needs of consumers, fostering an open and inclusive work environment, conducting its business in ways that protect and preserve the environment and contribute to the socio-economic development of the local communities. Coca-Cola HBC is ranked among the top sustainability performers in ESG benchmarks such as the Dow Jones Sustainability Indices, CDP, MSCI ESG and FTSE4Good, among others.

Coca-Cola HBC has a premium listing on the London Stock Exchange (LSE: CCH) and its shares are listed on the Athens Exchange (ATHEX: EEE). For more information, please visit http://www.coca-colahellenic.com.

 

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