The following resolutions are being presented for consideration at the Annual General Meeting (AGM) of the Company to be held on Friday 12 February 2021 at 11.00am. In the interests of health and safety, the AGM shall be held remotely in terms of the Companies Act (Public Companies-Annual General Meetings) Regulations, 2020 (L.N. 288 of 2020).
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 2020.
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 in cash.
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 €75,000 the maximum annual aggregate Directors' remuneration for the holding of their office.
Special business - ordinary resolution
6. To approve (Advisory Vote) the Remuneration Report for the year ended 30 September 2020.
Special business - extraordinary resolution
7. Amend the Memorandum and Articles of Association
That an amendment to the Company's Memorandum and Articles of Association be hereby approved to allow for article 142 of the Articles of Association to be deleted and replaced as follows and as explained in the circular to shareholders dated 20 January 2021.
Article 142.
A copy of the profit and loss account and balance sheet including any Directors' report and Auditors' report, attached thereto, shall at least twenty-one (21) days prior to the General Meeting, be sent to every member, stockholder and/or debenture holder of the Company and any other person entitled to receive notices of General Meetings under the provisions of the Act, any other law, rule or regulation or these Articles.
Provided that this Article shall not require a copy of the aforesaid Annual Accounts to be sent to any person of whose address the Company is not aware or to more than one (1) of the joint holders of any equity securities or debt securities.
Provided further that the Company shall not be required to send a printed copy of the Annual Accounts to:
(i) Members of the Company who have been duly given notice of the General Meeting at which the Annual Accounts are to be laid, where the Company has made available to its Members an electronic copy of such Annual Accounts on its website or otherwise, and has notified such Members accordingly; and
(ii) Holders of debentures who are not entitled to receive notices of General Meetings of the Company.
Notwithstanding the aforesaid, the Company shall provide a printed copy of the Annual Accounts to any of its Members upon their written request.
The AGM documentation together with the Audited Financial Statements for the financial year ended 30 September 2020 are available for viewing at the registered office of the Company at 305, Qormi Road Marsa, MTP 1001 and on the Company's website on the following https://www.maltapost.com/agm2021