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27 June 2025 13:26:56
- Source: Sharecast
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Voting Results of the 73rd OTE S.A. Αnnual General Shareholders' Meeting of 23/06/2025
Athens, Greece - June 27, 2025 - Hellenic Telecommunications Organization S.A. (OTE S.A.), in accordance with the provisions of article 133, par. 2 of L. 4548/2018 and of the Athens Exchange Regulation, as in force, hereby releases the voting results of the 73rd Annual General Shareholders' Meeting of June 23, 2025.
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AGENDA ITEMS
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ITEM No 1: |
Approval of the Financial Statements of OTE S.A. in accordance with the International Financial Reporting Standards (both Separate and Consolidated) of the fiscal year 2024 (1/1/2024-31/12/2024), with the relevant Reports of the Board of Directors and the Auditors and approval of the annual profits' distribution.
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ITEM No 2: |
Submission of the Activities Report of the OTE Audit Committee for the year 2024. |
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ITEM No 3: |
Approval, according to article 108 of Law 4548/2018, of the overall management of the Company by the Board of Directors during the fiscal year 2024 (1/1/2024-31/12/2024) and exoneration of the Auditors for the fiscal year 2024 (1/1/2024-31/12/2024), pursuant to article 117 par. 1(c) of Law 4548/2018. |
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ITEM No 4: |
Appointment of an Audit Firm (i) for the statutory audit of the financial statements of OTE S.A. (separate and consolidated) for the fiscal year 2025 and (ii) for the assurance of the reporting of the Sustainability Statement of OTE S.A. for the fiscal year 2025. |
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ITEM No 5: |
Amendment of article 9 (Election, Composition and Term of the Board of Directors) of the Company's Articles of Incorporation. |
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ITEM No 6: |
Approval of the revision of the Remuneration Policy for the members of the Board of Directors of OTE S.A., in accordance with articles 110 and 111 of Law 4548/2018. |
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ITEM No 7: |
Final determination of the remuneration and expenses of the members of the Board of Directors for their participation in the proceedings of the Board of Directors and its Committees during the fiscal year 2024 (1/1/2024-31/12/2024). - Determination of the remuneration and expenses of the members of the Board of Directors for their participation in the proceedings of the Board of Directors and its Committees for the fiscal year 2025 and pre-approval for their payment until the Ordinary (Annual) General Meeting of the Shareholders which will take place within 2026 and will finally determine them. |
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ITEM No 8: |
Approval of the variable remuneration for the fiscal year 2024 (1/1/2024-31/12/2024): (i) of the executive members of the Board of Directors and (ii) of the Managing Director of OTE S.A. whose service period ended on 30.06.2024. |
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ITEM No 9: |
Approval of profit distribution to executives of the Company. |
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ITEM No 10: |
Remuneration Report for the members of the Board of Directors of OTE S.A. for the fiscal year 2024, according to article 112 of Law 4548/2018. |
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ITEM No 11: |
Approval of an incentive plan linked to the Company's shares ("OTE Shares Award Plan") for the year 2025, pursuant to article 114 of Law 4548/2018. |
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ITEM No 12: |
Approval of the Draft Demerger Plan with the spin-off of OTE S.A.'s passive mobile infrastructure business and its contribution to a new public limited company to be established with OTE as sole shareholder in accordance with articles 54 par.3, 57 par. 3, 59-74 and 83-87 of L.4601/2019, L.4548/2018 and articles 47-51 & 56-59 of L. 5162/2024 , with Accounting Statement dated 31.12.2024 - Appointment of representative of OTE S.A. to sign the final notarial deed for the demerger and establishment of the new company. |
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ITEM No 13: |
Granting of a special permission, according to articles 97 par.3, 99 par.1, 2 and 100 par.2 of Law 4548/2018, for the continuation for the period 31/12/2025 until 31/12/2026 of the insurance coverage of Directors & Officers of OTE S.A. and its affiliated companies, against liabilities incurred in the exercise of their competences, duties and powers. |
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ITEM No 14: |
Approval of the cancellation of 8,840,446 own shares purchased by the Company under the approved own share buy-back program in order to cancel them, with the corresponding reduction of its share capital by the amount of €25,018,462.18, according to article 49 of Law 4548/2018 and the subsequent amendment of article 5 (Share Capital) of the Company's Articles of Incorporation. |
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ITEM No 15: |
Approval of an Own Share Buyback Program according to article 49 of L.4548/2018. |
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ITEM No 16: |
Publication to the Annual General Meeting of the Shareholders of the Company, according to article 97 par. 1 (b) of Law 4548/2018, of any cases of conflict of interest and agreements of the fiscal year 2024 which fall under article 99 of L.4548/2018 (related party transactions). |
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ITEM No 17: |
Submission of a report of the independent members of the Board of Directors to the General Shareholders' Meeting, according to par. 5, article 9 of L.4706/2020 |
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ITEM No 18: |
Miscellaneous announcements. |
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TOTAL NUMBER OF SHARES |
OWN SHARES |
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TOTAL NUMBER OF SHARES WITH VOTING RIGHTS* |
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TOTAL NUMBER OF VALID VOTES |
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412.693.573 |
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10.208.862 |
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402.484.711 |
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347.510.400 |
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AGENDA ITEM |
QUORUM |
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MAJORITY |
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% ON TOTAL NUMBER WITH VOTING RIGHTS |
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NUMBER OF VALID VOTES |
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VALID VOTES ON QUORUM (%) |
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IN FAVOUR |
AGAINST |
ABSTAIN |
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IN FAVOUR |
AGAINST |
ABSTAIN |
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1 |
347.301.621 |
140.751 |
68.028 |
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99,94% |
0,04% |
0,02% |
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86,34% |
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2 |
NON VOTABLE ITEM |
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3 |
346.955.979 |
88.474 |
465.947 |
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99,84% |
0,03% |
0,13% |
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86,34% |
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4 |
347.433.824 |
25.399 |
51.177 |
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99,98% |
0,01% |
0,01% |
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86,34% |
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5 |
346.032.686 |
1.396.714 |
81.000 |
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99,57% |
0,40% |
0,02% |
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86,34% |
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6 |
265.624.857 |
81.802.343 |
83.200 |
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76,44% |
23,54% |
0,02% |
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86,34% |
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7 |
346.032.626 |
1.396.379 |
81.395 |
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99,57% |
0,40% |
0,02% |
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86,34% |
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8 |
261.927.470 |
82.674.244 |
2.908.686 |
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75,37% |
23,79% |
0,84% |
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86,34% |
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9 |
276.622.497 |
70.328.389 |
559.514 |
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79,60% |
20,24% |
0,16% |
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86,34% |
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10 |
273.705.215 |
73.700.896 |
104.289 |
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78,76% |
21,21% |
0,03% |
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86,34% |
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11 |
279.424.591 |
67.979.697 |
106.112 |
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80,41% |
19,56% |
0,03% |
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86,34% |
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12 |
347.500.735 |
7.375 |
2.290 |
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100,00% |
0,00% |
0,00% |
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86,34% |
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13 |
347.198.788 |
243.249 |
68.363 |
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99,91% |
0,07% |
0,02% |
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86,34% |
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14 |
347.319.355 |
191.045 |
0 |
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99,95% |
0,05% |
0,00% |
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86,34% |
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15 |
347.256.500 |
238.828 |
15.072 |
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99,93% |
0,07% |
0,00% |
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86,34% |
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16 |
NON VOTABLE ITEM |
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17 |
NON VOTABLE ITEM |
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18 |
NON VOTABLE ITEM |
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* Pursuant to article 50 of Law 4548/2018, the voting rights attaching to own shares are suspended and those shares are not taken into account for the calculation of quorum.
FOR FURTHER INFORMATION:
OTE GROUP INVESTOR RELATIONS
Tel. +30 210-6118190, +30 210-6117364
E-mail: iroffice@ote.gr
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