MaltaPost plc – Approval of Resolutions AGM 2018
MaltaPost p.l.c. held its Annual General Meeting on the 9 February 2018 during which all the Ordinary as well as Extraordinary Resolutions on the Agenda were approved, namely:
ORDINARY RESOLUTIONS
1. To receive and approve the Audited Financial Statements and consider the Report of the Directors and of the Auditors, for the year ended 30 September 2017.
2. To declare a final ordinary net dividend of €0.04 per nominal €0.25 share, representing a final net payment of €1,506,189.
3. To re-appoint as auditors PricewaterhouseCoopers, 78 Mill Street Qormi QRM 3101 and to authorise the Board of Directors to fix their remuneration.
4. To appoint Directors in accordance with the Articles of Association of the Company.
5. To establish at €60,000 the maximum annual aggregate Directors’ remuneration for the holding of their office.
EXTRAORIDNARY RESOLUTIONS (SPECIAL BUSINESS)
6. Memorandum of Association
– That a new Clause 4 xxix) shall be inserted after Clause 4 xxviii) of the Memorandum of Association, which new Clause 4 xxix) will read:
“to purchase, acquire or otherwise invest in any insurance related and/or any financial services providers.”
– That a new Clause 4 xxx) shall be inserted after the proposed new Clause xxix) of the Memorandum of Association which new Clause 4 xxx) will read:
“to carry out any activity or service contemplated under the Financial Institutions Act (CAP 376), the Investment Services Act (CAP 370) and the Banking Act (CAP 371).
– That the current text of Clause 6 of the Memorandum of Association be deleted and replaced by the following:
“6 The Board of Directors of the Company shall consist of a maximum of seven (7) Directors who shall be appointed as provided for in the Articles of Association.”
7. Articles of Association
– That the current text of Article 100(ii) of the Articles of Association be deleted and replaced by the following:
“100 An extraordinary resolution shall be a resolution which complies with Article 135 of the Act, namely a resolution which:
(ii) has been passed by a member or members having the right to attend and vote at the meeting holding in the aggregate not less than seventy five per cent (75%) in nominal value of the equity securities represented and entitled to vote at the meeting and at least fifty one per cent (51%) in nominal value of all the equity securities entitled to vote at the meeting.”
– That the first sentence of Article 110 of the Articles of Association be deleted and replaced by the following:
“110 Unless the Company in general meeting shall otherwise determine, the Board of Directors shall be made up of a maximum of seven (7) directors, appointed as follows:”
– That the current text of Article 119 of the Articles of Association be deleted and replaced by the following:
“119 The quorum necessary for the transaction of the business of the directors is four (4). A person who holds office only as an alternate director shall be counted in the quorum.
Furthermore, since only two persons were nominated for election as Directors, Messrs David P Attard and Paul Muscat were automatically elected as Directors.
Following upon the above Annual General Meeting the Board of Directors of MaltaPost p.l.c. is made up as follows:-
Mr Joseph Said (Chairman)
Mr David P Attard
Mr Eugenio Farrugia
Mr Paul Muscat
Mr Aurelio Theuma
To view the official announcement, click here.