Malta International Airport plc – Annual General Meeting Held
Malta International Airport plc announced that at the 22nd Annual General Meeting held on 22nd May 2014, the shareholders considered and approved the following resolutions:
Ordinary Business
Resolution
1. That the Financial Statements of the Company for the financial year ended 31st December 2013 and the Directors’ and Auditors’ Report thereon as set out in the Annual Report be and hereby approved;
2. That a final gross dividend of €0.115384 per share (net €0.075) which represents a gross payment of €15,611,538 be and is hereby approved1;
3. That the reappointment of Deloitte Audit Limited as Auditors of the Company be hereby approved and that the Directors be and are hereby authorised to fix their remuneration;
Special Business
Resolution
1. That the current text of Article 88 is deleted and replaced by the amended text hereunder, so that Article 88 will now read:
“88. The Company shall pay any dividend or other moneys payable in respect of an Equity Security by electronic means directly to a bank account, with any bank in Malta, held or designated by the person entitled to receive such payment or to make such designation. Where an Equity Security is held jointly by more than one Person, the first named joint member appearing on the Register of Members shall be deemed to be the Person entitled to receive the payment and to designate a bank account for payment.
Where the Company is not duly notified in writing of a designated bank account for the payment of any dividend or other moneys payable in respect of an Equity Security, it shall be entitled to retain any payment of any dividend or other moneys payable in respect of an Equity Security until it is duly notified with a designated bank account where any such dividend or other moneys payable in respect of an Equity Security are to be transferred.
In the case of an Equity Security held by joint holders, any one of such holders may give an effective and valid receipt for all dividends or other moneys payable in respect of an Equity Security and payments on account of dividends or other moneys payable in respect of an Equity Security. The payment of dividend or other moneys payable in respect of an Equity Security to any account designated by one of the the joint holders shall be deemed to be a good discharge to the Company.
Every such payment shall be effected at the risk of the Person entitled to the dividend or other moneys payable in
respect of an Equity Security and shall be deemed a good discharge to the Company. The Company is not responsible for amounts lost or delayed in the course of making the payment as aforesaid.”
B. That the current text of Article 59(1)(f) is deleted and replaced by the amended text hereunder, so that Article
59(1)(f) will now read:
“59.1 Without prejudice to the provisions of the Act, the office of a Director shall ‘ipso facto’ be vacated:-
(f) if he becomes of unsound mind, or is convicted of any crime punishable by imprisonment, or declared bankrupt
during his term of office.”
C. That the current text of Article 59.2 is deleted and replaced by the amended text hereunder, so that Article 59.2
will now read:
“59.2 A resolution of the Directors declaring a Director to have vacated office as aforesaid shall be conclusive as to the fact and the grounds of vacation stated in the resolution. For the avoidance of doubt, the resolution referred to in this Article is not required for the purpose of the vacation of the office of director pursuant to article 59.1.”
D. That the current text of Article 56.3 is deleted and replaced by the amended text hereunder, so that Article 56.3
will now read:
“56.3 The Company shall grant a period of at least fourteen (14) days to Members to propose nominations of
candidates for the election of Directors. Such notice may be given by the publication of an advertisement in at least
two (2) daily newspapers. All such nominations shall on pain of nullity have to be submitted on a form to be
prescribed by the Company Secretary from time to time. Nomination forms, as prescribed, together with the
nominee’s acceptance of the nomination must reach the Company Secretary at least fourteen (14) days after the
publication of the notice calling for such nominations but in any event no later than thirty (30) days prior to the date of
the meeting appointed for such election.”
Appointment of Directors
The new Board of Directors was appointed in accordance with the Articles of Association of the Company. The following directors were appointed in office up to the next Annual General Meeting: Mr Michael Bianchi, Mr Nikolaus Gretzmacher, Dr Yousef Sabeh and Mr Alfred Quintano as non-executive Directors; together with CEO Markus Klaushofer, Deputy CEO & CFO Austin Calleja and CCO Alan Borg as executive Directors. The Malta Mediterranean Link Consortium Limited appointed Mr Karl Dandler as non-Executive Director, replacing Mr Michael Hoeferer, whose term of office came to an end at this Annual General Meeting.
Further disclosures, if any, with respect to Mr Dandler appointment as required by the listing rules will be made in due course.
To view the official company announcement, click here.