Resolutions of the Annual General Meeting of MOL held on 13th april 2017
MOL Hungarian Oil and Gas Public Limited Company held its Annual General Meeting (AGM) on 13th April 2017. The AGM had a quorum as shareholders representing 45.33% of the shares entitled to vote appeared at the AGM. The AGM adopted the following resolutions (the resolutions will be submitted to the Court of Registry following the completion of the Minutes within 30 days after the AGM).
- The AGM approved with 34,551,085 yes votes (100%) the electronic vote collection method.
- The AGM approved with 34,551,068 yes votes (100%) the election of the keeper of the minutes, the person to authenticate the minutes and the counters of the votes in line with the proposal of the Chairman of the Annual General Meeting.
- The AGM approved with 34,550,140 yes votes (100%) the 2016 parent company financial statement of MOL Plc. Prepared based on Section 9/A of the Hungarian Accounting Act, in accordance with the International Financial Reporting Standards as adopted by the European Union (IFRS) and the related independent auditor’s report with total assets of HUF 2,981,608 million and net profit of HUF 254,396 million, and the 2016 consolidated financial statement of MOL Plc. prepared based on Section 10 of the Hungarian Accounting Act, in accordance with the IFRS and the related independent auditor’s report with total assets of HUF 4,103,786 million and net profit of HUF 251,655 million.
- The AGM approved with 34,551,085 yes votes (100%) to pay HUF 58,006,955,625 shall be paid out as dividend in 2017, for the financial year 2016. The dividend on treasury shares will be distributed to those shareholders eligible for such dividend, in proportion to their number of shares. The profit after dividend payment shall increase retained earnings.
- The AGM approved with 30,892,005 yes votes (89.41%) the Corporate Governance Report, based on the Corporate Governance Recommendations of the Budapest Stock Exchange.
- The AGM – under Article 12.12 of the Articles of Association – approved with 34,333,139 yes votes (99.37%) the work of Board of Directors performed in the 2016 business year and granted waiver to the Board of Directors and its members under Article 12.12 of the Articles of Association.
- The AGM approved with 34,543,860 yes votes (99.98%) the election of Ernst & Young Könyvvizsgáló Kft. to be the independent auditor of MOL Plc. for the business year 2017, until the AGM closing the year but the latest until 30th April 2018 with an audit fee of 88.3 million plus VAT and approved the material elements of the audit contract.
- The AGM acknowledged with 34,551,085 yes votes (100%) the presentation of the Board of Directors of the Company regarding the acquisition of treasury shares following the ordinary Annual General Meeting of 2016 in accordance with Section 3:223 (4) of the Civil Code.
- The AGM approved with 32,554,855 yes votes (94.22%) the authorization of the Board of Directors of the Company for 18 months period from the date of the AGM to acquire treasury shares. The total amount of nominal value of treasury shares owned by the Company at any time may not exceed 25 % of the actual share capital of the Company.
- The AGM approved with 34,551,101 yes votes (100%) the amendment of Article 14.1. (“Proceedings of the AGM”) of the Company’s Articles of Association.
- The General Meeting approved with 34,551,101 yes votes (100%) the amendment of Article 22.8. (“The Supervisory Board”) of the Company’s Articles of Association.
- The AGM elected with 30,849,996 yes votes (89.29%) Mr. József Molnár to be a member of the Board of Directors from 1 June 2017 to 31 May 2022.
- The AGM elected with 29,322,160 yes votes (84.87%) Dr. Attila Chikán as member of the Supervisory Board from 1 June 2017 to 31 May 2022.
- The AGM elected with 29,322,160 yes votes (84.87%) Mr. John I. Charody as member of the Supervisory Board from 1 June 2017 to 31 May 2022.
- The AGM elected with 29,454,370 yes votes (85.25%) Mr. Vladimír Kestler as member of the Supervisory Board from 1 June 2017 to 31 May 2022.
- The AGM elected with 29,802,386 yes votes (86.26%) Ms. Ilona Dávid as member of the Supervisory Board from 1 June 2017 to 31 May 2022.
- The AGM elected with 29,321,215 yes votes (84.86%) Ms. Andrea Bártfai-Mager as member of the Supervisory Board from 1 June 2017 to 31 May 2022.
- The AGM elected with 29,179,215 yes votes (84.45%) Dr. Attila Chikán as independent member of the Supervisory Board to be member of the Audit Committee from 1 June 2017 to 31 May 2022.
- The AGM elected with 29,179,015 yes votes (84.45%) Mr. John I. Charody as independent member of the Supervisory Board to be member of the Audit Committee from 1 June 2017 to 31 May 2022.
- The AGM elected with 29,796,890 yes votes (86.24%) Ms. Ilona Dávid as independent member of the Supervisory Board to be member of the Audit Committee from 1 June 2017 to 31 May 2022.
- The AGM elected with 29,178,070 yes votes (84.45%) Ms. Andrea Bártfai-Mager as independent member of the Supervisory Board to be member of the Audit Committee from 1 June 2017 to 31 May 2022.
- The AGM elected with 30,891,821 yes votes (89.41%) Mr. Ivan Mikloš as independent member of the Supervisory Board to be member of the Audit Committee from 1 May 2017 to 30 April 2021.
- The AGM elected with 30,892,021 yes votes (89.41%) Ms. Piroska Bognár, Mr. András Tóth, Dr. Sándor Puskás and Mr. Tibor István Ördög as employee representatives in the Supervisory Board of the Company from 1 June 2017 to 31 May 2022.
- The AGM decided with 33,051,673 yes votes (95.66%) to transform the Company’s 102,428,103 pieces registered ordinary shares of the series “A” with a par value of HUF 1,000 each to 819,424,824 pieces of “A” pieces registered ordinary shares of the series “A” with a par value of HUF 125 each by dividing the par value of the shares into 1/8.
The AGM documents are available on MOL Group’s web site http://molgroup.info/en/.