Last checked at 11 Jun 2018 14:35
FOR IMMEDIATE RELEASE
Coca-Cola HBC AG
Results of Annual General Meeting of Coca-Cola HBC AG and election of Mr. Zoran Bogdanovic as a new Executive Member of the Board of Directors
Zug, Switzerland - 11 June 2018 - Coca-Cola HBC AG ("Coca-Cola HBC") today announces that all of the proposals of the Board of Directors (the "Board") set out in the notice of the annual general meeting ("AGM") dated 8 May 2018 were duly passed by the requisite majority of shareholders at its AGM held today, 11 June 2018. The final results are set out below. A copy of the resolutions passed at the AGM has also been submitted to the National Storage Mechanism and will shortly be available for inspection at http://www.morningstar.co.uk/uk/NSM and on Coca-Cola HBC's website at www.coca-colahellenic.com
Coca-Cola HBC's shareholders elected Mr. Zoran Boganovic as a new executive member of the Board. His biography can be found at www.coca-colahellenic.com
In addition, the AGM approved amendments to the articles of association of Coca-Cola HBC in respect of the management incentive and long-term incentive arrangements of Coca-Cola HBC AG. Furthermore, the AGM adopted a proposal for a share buy-back of up to 7,500,000 Coca-Cola HBC AG ordinary shares in order to (i) avoid dilution resulting from the issuance of stock options and (ii) meet the requirements of the Coca-Cola HBC AG employee incentive scheme. The AGM also approved a dividend of EUR 0.54 per share out of the general capital contribution reserve, as shown in the stand-alone financial statements (capped at an amount of CHF 300,000,000). The full amount of EUR 0.54 per share will be paid on 24 July 2018 to holders of ordinary shares on the record date of 29 June 2018. The shares are expected to be traded ex-dividend as of 28 June 2018, in which case the last day on which the shares may be traded with the entitlement to receive dividends will be 27 June 2018.
Final Ballot Results
Proposal | Votes for | % (1) | Votes Against | % (1) | Abs- tentions Cast | % (1) | Total Votes Cast | Votes not cast (2) | Voting Rights Repre- sented % (3) | |
1. | Receipt of the 2017 Integrated Annual Report, as well as approval of the annual management report, the stand-alone financial statements and the consolidated financial statements for the financial year ended 31 December 2017 | 267819772 | 99.97% | 0 | 0.00% | 78231 | 0.03% | 267898003 | 0 | 72.77% |
2.1 | Appropriation of available earnings | 267753636 | 99.94% | 132324 | 0.05% | 12043 | 0.01% | 267898003 | 0 | 72.77% |
2.2 | Declaration of a dividend from reserves | 267843062 | 99.97% | 42898 | 0.02% | 12043 | 0.01% | 267898003 | 0 | 72.77% |
3. | Discharge of the members of the Board of Directors and the members of the Operating Committee | 267606114 | 99.90% | 200206 | 0.07% | 78771 | 0.03% | 267885091 | 0 | 72.77% |
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) | 258263078 | 96.40% | 9621916 | 3.59% | 13009 | 0.01% | 267898003 | 0 | 72.77% |
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) | 267664949 | 99.91% | 220045 | 0.08% | 13009 | 0.01% | 267898003 | 0 | 72.77% |
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) | 264695914 | 98.80% | 2992041 | 1.12% | 210048 | 0.08% | 267898003 | 0 | 72.77% |
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) | 267687397 | 99.92% | 177272 | 0.07% | 33334 | 0.01% | 267898003 | 0 | 72.77% |
4.1.5 | Re-election of Ahmet C. Bozer as a member of the Board of Directors | 263421114 | 98.33% | 4443555 | 1.66% | 33334 | 0.01% | 267898003 | 0 | 72.77% |
4.1.6 | Re-election of Olusola (Sola) David-Borha as a member of the Board of Directors | 267409956 | 99.82% | 454713 | 0.17% | 33334 | 0.01% | 267898003 | 0 | 72.77% |
4.1.7 | Re-election of William W. Douglas III as a member of the Board of Directors | 266387103 | 99.44% | 1477566 | 0.55% | 33334 | 0.01% | 267898003 | 0 | 72.77% |
4.1.8 | Re-election of Anastasios I. Leventis as a member of the Board of Directors | 263159683 | 98.23% | 4725236 | 1.76% | 13084 | 0.01% | 267898003 | 0 | 72.77% |
4.1.9 | Re-election of Christodoulos Leventis as a member of the Board of Directors | 263617399 | 98.40% | 4267520 | 1.59% | 13084 | 0.01% | 267898003 | 0 | 72.77% |
4.1.10 | Re-election of José Octavio Reyes as a member of the Board of Directors | 263436444 | 98.34% | 4428225 | 1.65% | 33334 | 0.01% | 267898003 | 0 | 72.77% |
4.1.11 | Re-election of Robert Ryan Rudolph as a member of the Board of Directors | 263229638 | 98.26% | 4635031 | 1.73% | 33334 | 0.01% | 267898003 | 0 | 72.77% |
4.1.12 | Re-election of John P. Sechi as a member of the Board of Directors | 267090984 | 99.70% | 773685 | 0.29% | 33334 | 0.01% | 267898003 | 0 | 72.77% |
4.2 | Election of Zoran Bogdanovic as a member of the Board of Directors | 266427115 | 99.45% | 1437554 | 0.54% | 33334 | 0.01% | 267898003 | 0 | 72.77% |
5. | Election of the independent proxy | 267770948 | 99.96% | 63133 | 0.02% | 63922 | 0.02% | 267898003 | 0 | 72.77% |
6.1 | Re-election of the statutory auditor | 266367079 | 99.43% | 775325 | 0.29% | 755599 | 0.28% | 267898003 | 0 | 72.77% |
6.2 | Advisory vote on re-appointment of the independent registered public accounting firm for UK purposes | 267058216 | 99.69% | 775325 | 0.29% | 64462 | 0.02% | 267898003 | 0 | 72.77% |
7. | Advisory vote on the UK Remuneration Report | 265082348 | 98.95% | 2685004 | 1.00% | 130651 | 0.05% | 267898003 | 0 | 72.77% |
8. | Advisory vote on the Remuneration Policy | 262992878 | 98.17% | 4775024 | 1.78% | 130101 | 0.05% | 267898003 | 0 | 72.77% |
9. | Advisory vote on the Swiss Remuneration Report | 265053923 | 98.94% | 2713904 | 1.01% | 130176 | 0.05% | 267898003 | 0 | 72.77% |
10.1 | Approval of the maximum aggregate amount of remuneration for the Board of Directors until the next annual general meeting | 266170268 | 99.38% | 1652689 | 0.62% | 75046 | n.a. | 267822957 | 0 | 72.77% |
10.2 | Approval of the maximum aggregate amount of remuneration for the Operating Committee for the next financial year | 263904469 | 98.70% | 3471741 | 1.30% | 521793 | n.a. | 267376210 | 0 | 72.77% |
11. | Amendments to the Articles of Association in respect of management incentive and long-term incentive arrangements | 265039330 | 98.94% | 2794891 | 1.04% | 63782 | 0.02% | 267898003 | 0 (0.00%) | 72.77% |
12 | Approval of share buy-back | 265808111 | 99.22% | 2046620 | 0.76% | 43272 | 0.02% | 267898003 | 0 | 72.77% |
(1) Percentages refer to applicable majority. Proposals 1-9 and 12 require approval by an absolute majority of the votes validly cast (including consenting and dissenting votes and abstentions). Proposals 10.1 and 10.2 require approval by a relative majority of the votes validly cast (including consenting and dissenting votes without abstentions). Proposal 11 requires approval by a majority of at least two-thirds of the voting rights represented and an absolute majority of the nominal value of shares represented.
(2) Votes represented at the AGM but not (or not validly) cast.
(3) Shares represented at the AGM for each proposal as a percentage of Coca-Cola HBC's outstanding voting rights, whether exercisable or not. As at the date of the AGM, Coca-Cola HBC's issued share capital consisted of 371'579'468 ordinary shares, of which 14'925 ordinary shares are held by Coca-Cola HBC AG and 3'430'135 shares are held by its subsidiary, COCA-COLA HBC SERVICES MEPE, in treasury. Accordingly, the total number of outstanding voting rights (whether exercisable or not) in Coca-Cola HBC AG was 368'134'408.
Enquiries
Coca‑Cola HBC Group
Basak Kotler Investor Relations Director | Tel: +44 20 37 444 231 basak.kotler@cchellenic.com |
Joanna Kennedy Investor Relations Manager | Tel: +44 20 37 444 230 joanna.kennedy@cchellenic.com |
Vasso Aliferi Investor Relations Manager | Tel: +41 44 835 9274 vasso.aliferi@cchellenic.com |
About Coca‑Cola HBC
Coca-Cola HBC is a leading bottler of The Coca-Cola Company with a sales volume of more than 2 billion unit cases. It has a broad geographic footprint with operations in 28 countries serving a population of approximately 600 million people. Coca-Cola HBC offers a diverse range of 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 beverage industry leader in the Dow Jones Sustainability World and Europe Indices, and is also included in the FTSE4Good Index.
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.