BUCHAREST, Romania, 30-Apr-2019 — /EPR FINANCIAL NEWS/ — The Company would like to inform the market and its investors that today, Tuesday, 30 April 2019, at 12:00 p.m. CEST, at Crowne Plaza Hotel, Amsterdam – Schiphol (municipality of Haarlemmermeer), Planeetbaan 2, 2132 HZ Hoofddorp, The Netherlands, took place the Company’s general shareholders’ meeting (the GSM) with respect to which the Company informed its shareholders and the market through the Convocation notice released on 19 March 2019 (the Convocation Notice).
The GSM was attended – either in person or by representative – by shareholders representing 75,01 % of the total number of shares with voting rights, respectively 71,094,938 shares.
Following the debates, the GSM has adopted the following decisions regarding the points included on the agenda, in accordance with the Convocation Notice:
2. The Annual Report of the Company for 2018 (item 2 from the Convocation Notice):
d. Adoption of the 2018 Annual Accounts
e. Distribution of dividend – based on the approval, the Company will distribute a gross dividend of 0.50 RON per share, ex-date – 15 May 2019, reference date – 16 May 2019, with the expected payment date – 29 May 2019
f. Release from liability of the members of Board of Directors
3. Appointment of Statutory Auditor – Ernst & Young Accountants, LLP, Netherlands
4. Designation of the Board of Directors as the competent body to repurchase own Class B Shares – based on this approval, the Board of Directors shall have the authority to acquire class B shares in the share capital of the Company through stock exchange trading of otherwise, in accordance with the applicable legal provisions for a period of 12 months from the date of the GSM and therefore up to and including 30 April 2020. The authority of the Board of Directors shall be limited to a maximum of up to 10% of the issued class B share capital at the close of trading on the Regulated Spot Market of the Bucharest Stock Exchange on the date of the GSM, 30 April 2019. The Board of Directors intends to appoint an independent specialized trading / brokerage firm to execute any such buy-back.
5. Appointment of Emil Jugaru as non-executive member of the Board of Directors – based on this approval Mr. Emil Jugaru was appointed as non-executive member of the Board of Directors of the Company for a term of one (1) year ending on the day of the annual general meeting of the Company to be held in 2020.
The voting results of the GSM, as well as other relevant information on the GSM and the related documents are available on the Company’s website at the section dedicated to the GSM:
Digi Communications N.V. also informs shareholders and investors that the approved Annual Financial Report for the year ended December 31, 2018 is available starting 30 April 2019, on the company’s website (www.digi-communications.ro), at section Investor Relations.