Last checked at 26 Jun 2014 09:45
FOR IMMEDIATE RELEASE
Coca-Cola HBC AG
Results of Annual General Meeting of Coca-Cola HBC AG and election of Anastasios I. Leventis, Christo Leventis, José Octavio Reyes and John P. Sechi as Non-Executive Directors
Zug, Switzerland - 26 June 2014 -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 28 May 2013 were duly passed by the requisite majority of shareholders at its AGM held on Wednesday 25 June 2014. 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 be available for inspection at http://www.morningstar.co.uk/uk/NSM and on Coca-Cola HBC's website at www.coca‑colahellenic.com
Following the retirement of Anastasios P. Leventis, Haralambos K. Leventis, John Hunter and Stefan F. Heidenreich from the Board as of the AGM, Coca-Cola HBC's shareholders elected Anastasios I. Leventis, Christo Leventis, José Octavio Reyes and John P. Sechi as non-executive directors. Biographies of the new non-executive directors can be found at www.coca‑colahellenic.com.
In addition, the AGM approved amendments of the articles of association of Coca-Cola HBC in order to address the requirements of new Swiss legislation, the Swiss ordinance against excessive compensation in listed companies, which is aimed at curbing excessive executive compensation and strengthening shareholders' powers. The AGM also approved a dividend of EUR 0.354 per share to be paid out of capital contribution reserves. The full amount of EUR 0.354 per share will be paid on 29 July 2014 to holders of ordinary shares on the record date of 11 July 2014. The shares are expected to be traded ex-dividend as of 9 July 2014, in which case the last day on which the shares may be traded with the entitlement to receive dividends will be 8 July 2014.
Final ballot results
Proposal | Votes For | %(1) | Votes Against | %(1) | Abstentions cast | %(1) | Total votes cast | Votes not cast(2) | %(1) | Voting rights represented (%)(3) | |
1. | Receipt of the 2013 UK Annual Report and the 2012/2013 Report on Financial Statements and Other Information Required under Swiss Law, as well as approval of the annual management report, the stand-alone financial statements and the consolidated financial statements | 240,740,505 | 99.76% | 30,973 | 0.01% | 563,257 | 0.23% | 241,334,735 | 0 | 0% | 100% |
2.
| Advisory vote on the Remuneration Report | 207,182,638 | 85.85% | 34,022,514 | 14.10% | 129,583 | 0.05% | 241,334,735 | 0 | 0% | 100% |
3. | Advisory vote on the Remuneration Policy | 196,763,944 | 81.53% | 39,583,175 | 16.40% | 4,987,616 | 2.07% | 241,334,735 | 0 | 0% | 100% |
4. | Appropriation of reserves / declaration of dividend | 241,209,981 | 99.95% | 283 | 0.00% | 124,471 | 0.05% | 241,334,735 | 0 | 0% | 100% |
5. | Discharge of the members of the Board of Directors and the members of the Operating Committee | 241,087,664 | 99.90% | 7,805 | 0.00% | 239,266 | 0.10% | 241,334,735 | 0 | 0% | 100% |
6. | Amendment of Articles of Association | 202,068,626 | 83.73% | 39,023,624 | 16.17% | 242,485 | 0.10% | 241,334,735 | 0 | 0% | 100% |
7.1.1. | Re-election of George A. David as a member of the Board of Directors and election as the Chairman of the Board of Directors (in a single vote) | 237,566,663 | 98.44% | 3,643,813 | 1.51% | 124,259 | 0.05% | 241,334,735 | 0 | 0% | 100% |
7.1.2. | Re-election of Antonio D'Amato as a member of the Board of Directors and election as a member of the Remuneration Committee (in a single vote) | 240,111,456 | 99.50% | 1,097,780 | 0.45% | 125,499 | 0.05% | 241,334,735 | 0 | 0% | 100% |
7.1.3. | Re-election of Sir Michael Llewellyn-Smith as a member of the Board of Directors and election as a member of the Remuneration Committee (in a single vote) | 239,208,431 | 99.12% | 2,000,810 | 0.83% | 125,494 | 0.05% | 241,334,735 | 0 | 0% | 100% |
7.1.4. | Re-election of Susan Kilsby as a member of the Board of Directors and election as a member of the Remuneration Committee (in a single vote)
| 241,175,684 | 99.94% | 33,557 | 0.01% | 125,494 | 0.05% | 241,334,735 | 0 | 0% | 100% |
7.1.5. | Re-election of Dimitris Lois as a member of the Board of Directors | 241,050,757 | 99.88% | 158,796 | 0.07% | 125,182 | 0.05% | 241,334,735 | 0 | 0% | 100% |
7.1.6. | Re-election of Anastassis G. David as a member of the Board of Directors | 238,709,787 | 98.91% | 2,500,689 | 1.04% | 124,259 | 0.05% | 241,334,735 | 0 | 0% | 100% |
7.1.7. | Re-election of Irial Finan as a member of the Board of Directors | 238,856,385 | 98.98% | 2,352,571 | 0.97% | 125,779 | 0.05% | 241,334,735 | 0 | 0% | 100% |
7.1.8. | Re-election of Christos Ioannou as a member of the Board of Directors | 241,177,424 | 99.94% | 33,187 | 0.01% | 124,124 | 0.05% | 241,334,735 | 0 | 0% | 100% |
7.1.9. | Re-election of Nigel Macdonald as a member of the Board of Directors | 240,570,602 | 99.69% | 638,621 | 0.26% | 125,512 | 0.05% | 241,334,735 | 0 | 0% | 100% |
7.2.1. | Election of Anastasios I. Leventis as a member of the Board of Directors | 239,326,767 | 99.17% | 1,885,404 | 0.78% | 122,564 | 0.05% | 241,334,735 | 0 | 0% | 100% |
7.2.2. | Election of Christo Leventis as a member of the Board of Directors | 239,326,507 | 99.17% | 1,885,664 | 0.78% | 122,564 | 0.05% | 241,334,735 | 0 | 0% | 100% |
7.2.3. | Election of José Octavio Reyes as a member of the Board of Directors | 239,322,344 | 99.17% | 1,885,697 | 0.78% | 126,694 | 0.05% | 241,334,735 | 0 | 0% | 100% |
7.2.4. | Election of John P. Sechi as a member of the Board of Directors | 240,581,929 | 99.69% | 626,962 | 0.26% | 125,844 | 0.05% | 241,334,735 | 0 | 0% | 100% |
8. | Election of the independent proxy | 241,210,280 | 99.95% | 10 | 0.00% | 124,445 | 0.05% | 241,334,735 | 0 | 0% | 100% |
9.1. | Re-election of the statutory auditor | 241,210,489 | 99.95% | 20 | 0.00% | 124,226 | 0.05% | 241,334,735 | 0 | 0% | 100% |
9.2. | Advisory vote on re-appointment of the independent registered public accounting firm for UK and US purposes | 241,178,854 | 99.94% | 30,520 | 0.01% | 125,361 | 0.05% | 241,334,735 | 0 | 0% | 100% |
9.3. | Re-election of the audit expert for audits of capital increases | 241,210,331 | 99.95% | 43 | 0.00% | 124,361 | 0.05% | 241,334,735 | 0 | 0% | 100% |
(1) Percentages refer to applicable majority. Proposals 1-5 and 7.1.1-9.3 require approval by an absolute majority of the votes validly cast. Proposal 6 requires approval by a majority of 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 367,747,133 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 Hellenic Bottling Company S.A., in treasury. Accordingly, the total number of outstanding voting rights in Coca-Cola HBC, whether exercisable or not, was 364,302,073.
Enquiries
Coca‑Cola HBC Group Basak Kotler Investor Relations Director
| Tel: +41 41 726 0143 basak.kotler@cchellenic.com
|
Eri Tziveli Investor Relations Manager | Tel: +30 210 618 3133 eri.tziveli@cchellenic.com |
Dimitris Bakas Investor Relations Manager | Tel: +30 210 618 3124 dimitris.bakas@cchellenic.com |
International media contact: StockWell Communications Rob Morgan Suzanne Bartch Anushka Mathew | Tel: +44 20 7240 2486 robert.morgan@stockwellgroup.com suzanne.bartch@stockwellgroup.com anushka.mathew@stockwellgroup.com |
Greek media contact: V+O Communications Argyro Oikonomou | Tel: +30 211 7501219 ao@vando.gr |
About Coca‑Cola HBC
Coca-Cola HBC is the second-largest bottler of the brands of The Coca-Cola Company in terms of volume with sales of more than 2 billion unit cases. It has a broad geographic footprint with operations in 28 countries serving a population of approximately 585 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 has a premium listing on the London Stock Exchange (LSE: CCH) and its shares are listed on the Athens Exchange (ATHEX: EEE). Coca-Cola HBC's American depositary shares (ADSs) are listed on the New York Stock Exchange (NYSE: CCH). Coca-Cola HBC is included in the Dow Jones Sustainability and FTSE4Good Indexes. For more information, please visit http://www.coca-colahellenic.com.