Investor Relations - 26.06.2025

Resolutions of the Annual Ordinary General Meeting of the Shareholders of PPC S.A.

Announcement – Regulated information

 

June 26, 2025

 PPC S.A. ( “the Company”) announces that the Annual Ordinary General Meeting of Shareholders, was held on June 25th, 2025, at 12:00, in accordance with the Invitation to the  General Meeting, which was published on May 21st, 2025, pursuant to the prοvisions of the Law and its Articles of Incorporation and was posted on the Company’s website.

In the Annual Ordinary General Meeting of Shareholders, 421 Shareholders were legally presented (in person or by proxy), representing 240,111,440 common registered shares with voting right on a total of 350,803,380 common registered shares with voting right (own shares are not taken into account for the formation of the quorum of α General Meeting pursuant to article 50, paragraph 1, item a of Law 4548/2018), that is a quorum of 68.45%. 

The Annual Ordinary General Meeting of the Shareholders held on June 25th, 2025 discussed and resolved on the following items of the Agenda.

ITEM ONE: Approval of PPC S.A. Standalone and Consolidated Financial Statements for the 23rd fiscal year (from 01.01.2024 to 31.12.2024), as well as approval of the Unbundled Financial Statements pursuant to article 141 of L. 4001/2011 and to the applicable article 30 of the Articles of Incorporation of the Company.

The General Meeting approved the Standalone and Consolidated Financial  Statements for the 23rd  fiscal year (from 01.01.2024 to 31.12.2024) of PPC S.A.  as well as the Unbundled Financial Statements of the Parent Company and the Group as approved by the Board of Directors of the Company and posted on its website.

The total number of votes for which valid votes were casted, amounted to 240,111,440, which correspond to 100% of the share capital that was present. 

Number of votes in favor: 239,941,262, against: 148,428, abstained: 21,750.

Therefore, the majority of the shareholders on a 99.93% of the valid votes has voted in favor of the item.

ITEM TWO: Approval, pursuant to article 117 of L. 4548/2018, of the overall management of PPC S.A. for the 23rd fiscal year (1.1.2024 until 31.12.2024) and discharge of the auditors from any liability for compensation concerning the same fiscal year. 

Following the approval of the annual Financial Statements, as abovementioned, the General Meeting approved the overall management of PPC S.A., that took place during the 23rd  financial year (1.1.2024 – 31.12.2024) as well as  the discharge of its auditors, according to article 27 of the Company’s Articles of Incorporation and articles 108 and 117, par. 1 case c of Law 4548/2018, as in effect.

The total number of votes for which valid votes were casted, amounted to 240,111,440, which correspond to 100% of the share capital that was present. 

Number of votes in favor: 239,107,888, against: 905,772, abstained: 97,780.

Therefore, the majority of the shareholders on a 99.58% of the valid votes has voted in favor of the item.

ITEM THREE: Election of auditors for the fiscal year 2025, pursuant to the applicable article 29 of the Articles of Incorporation of the Company.

The General Meeting re-elected the auditing firm “ERNST & YOUNG HELLAS” and more specifically Mr. Ioannis Pierros (SOEL R.N. 3505) as the regular auditor of PPC S.A. for the fiscal year from 01.01.2025 to 31.12.2025, with the possibility of renewing the mandate for the entire three-year period 2025–2027. At the same time, the General Meeting approved the fee for said auditing firm for the fiscal year 2025, amounting to €1,004,121, which includes the fee for the regular audit of the annual and interim financial statements of the Company, and the issuance of the tax certificate for the fiscal year 2025.

The total number of votes for which valid votes were casted, amounted to 240.111.440, which correspond to 100% of the share capital that was present. 

Number of votes in favor: 239,996,693, against: 108,535, abstained: 6,212.

Therefore, the majority of the shareholders on a 99.95% of the valid votes has voted in favor of the item.

ITEM FOUR: Election of auditors for the provision of assurance on the Corporate Sustainability Report for the fiscal year 2025, pursuant to article 154 C of L. 4548/2018.

The General Meeting elected the auditing firm “ERNST & YOUNG HELLAS” and more specifically Mr. Ioannis Pierros (SOEL R.N. 3505) as the certified auditor of PPC S.A. for providing assurance on the sustainability report (CSRD), and approved as well the pertinent fee amounting to €189,000 for the fiscal year 2025.

The total number of votes for which valid votes were casted, amounted to 240,111,440, which correspond to 100% of the share capital that was present. 

Number of votes in favor: 240,004,576, against: 106,864, abstained: 0.

Therefore, the majority of the shareholders on a 99.96% of the valid votes has voted in favor of the item.

ITEM FIVERemuneration Report of fiscal year 2024.

The General Meeting, through an advisory vote according to law, approved in accordance to par. 3 of article 112 of L. 4548/2018, the remuneration report of the Company for the fiscal year 2024 as posted on the Company’s website.

The total number of votes for which valid votes were casted, amounted to 240,111,440, which correspond to 100% of the share capital that was present. 

Number of votes in favor: 209,211,938, against: 30,597,290, abstained: 302,212.

Therefore, the majority of the shareholders on a 87.13% of the valid votes has voted in favor of the item.

ITEM SIX: Distribution of dividends for the fiscal year starting on 01.01.2024 and ending on 31.12.2024.

The General Meeting approved the distribution of a dividend amounting to €0.40 per share (gross total amount) as proposed by the Board of Directors in accordance with the provisions of Articles 158 to 161 of L. 4548/2018. It is clarified that the number of shares that are entitled to a dividend will be finalized on the record date and own shares are excluded. The estimated total dividend amounts to €140 m., approximately.

The total number of votes for which valid votes were casted, amounted to 240,111,440, which correspond to 100% of the share capital that was present. 

Number of votes in favor: 240,011,451, against: 99,989, abstained: 0.

Therefore, the majority of the shareholders on a 99.96% of the valid votes has voted in favor of the item.

ITEM SEVEN: Approval of distribution of part of the Company’s profits to beneficiaries based on the Company’s Remuneration Policy.

Τhe General Meeting approved the distribution of part of the profits, up to the amount of €8,800,000, which concerns 121 eligible beneficiaries of additional variable pay incentives scheme, for the achievement of the 2024 targets, in accordance with the provisions of the Company's Remuneration Policy.

The total number of votes for which valid votes were casted, amounted to 240,111,440, which correspond to 100% of the share capital that was present. 

Number of votes in favor: 208,920,039, against: 30,902,020, abstained: 289,381.

Therefore, the majority of the shareholders on a 87.01% of the valid votes has voted in favor of the item.

ΙΤΕΜ EIGHT: Establishment of a share buy-back programme by PPC S.A. and authorization to the Board of Directors.

The General Meeting approved the establishment of a share buy-back programme by the Company and authorized the Board of Directors of the Company, in order to proceed to all necessary actions for its implementation.

The total number of votes for which valid votes were casted, amounted to 240,111,440, which correspond to 100% of the share capital that was present. 

Number of votes in favor: 239,995,881, against: 82,598, abstained: 32,961.

Therefore, the majority of the shareholders on a 99.95% of the valid votes has voted in favor of the item.

ITEM NINE: Information to Shareholders on the Annual Report of the Audit Committee for the year 2024.

No vote was required for the item.

ITEM TENSubmission to the Shareholders for Information on the Report of the Independent Non-Executive Members of the Board of Directors for the fiscal year 2024, pursuant to article 9, par. 5 of L. 4706/2020.

No vote was required for the item.

ITEM ELEVENInformation to Shareholders on recruitment of the year 2024.

No vote was required for the item.