EUROPACORP (EPA:ECP) - Report on the General Meeting of the 10 September 2021
Transparency directive : regulatory news
20/09/2021 18:00
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PRESS RELEASE
Report on the General Meeting of the 10 September 2021
Saint-Denis, 17 September 2021 - EuropaCorp's ordinary and extraordinary
General Shareholders' Meeting was held on the 10th of September, at the Club de
l'Etoile in Paris. Attendees were:
- Mr Axel Duroux, CEO;
- Mr Vincent Teyssot, CFO;
- Mr Edouard Boccon-Gibod, General Counsel;
- Messrs Arnaud Malivoire, Olivier Juramie and Eric Chapus, Auditors;
- Mr Arnaud de Senilhes, Counsel of the Company;
All the resolutions have been adopted.
Details of the votes by resolution are presented in the appendix.
ABOUT EUROPACORP
Founded in 1999, EuropaCorp has grown to become the leading film and series
production studio in Europe.
The Group's international activities cover the entire film value chain with
expertise in production, theatrical distribution, international sales, TV,
video & VOD, and music publishing. EuropaCorp is able to ensure creativity and
quality throughout the lifecycle of its films and television projects. The
Group has produced or co-produced more than 120 films and has distributed more
than 160 of them in French cinemas. Since 1999, it has produced 10 of the 20
biggest French hits internationally and 22 films among the 70 French
productions with the most international admissions (source: Le film français -
May 17, 2019). The Group has also been active since 2010 in the production of
TV series and single titles for platforms worldwide.
EuropaCorp was created by the director, screenwriter and producer Luc Besson.
More information on www.europacorp.com
Contacts
Groupe EuropaCorp
Lisa Reynaud / Investor Relations / investors@europacorp.com
Régis Lefèbvre / Communication / rlefebvre@europacorp.com
Tel: 01 55 99 50 00
NewCap
Pierre Laurent / NewCap
plaurent@newcap.fr / Tel: 01 44 71 94 94
EuropaCorp is listed on the C Compartment of Euronext Paris
ISIN Code: FR0010490920 - MNEMO Code: ECP
APPENDIX
Detail of the votes cast
The shareholders who were present or represented at the meeting held a total of
91,787,931 shares (75.2%), which constitutes a sufficient quorum for both the
ordinary and extraordinary sessions of the meeting.
Resolution Subject
1 Approval of the parent company financial statements for the year ended
March 31, 2021;
2 Approval of the consolidated financial statements for the year ended
March 31, 2021;
3 Appropriation of earnings for the year ended March 31, 2021;
4* Approval of the Statutory Auditors' special report prepared in accordance
with Article L. 225-40 of the French Commercial Code on related party
agreements referred to in Article L. 225-38 of the French Commercial
Code and approval of such agreements;
5* Approval of the Statutory Auditors' special report on related party
agreements referred to in Article L. 225- 42 of the French Commercial
Code and approval of said agreements;
6 Approval of the information relating to the remuneration of
corporate officers mentioned in I of
Article L. 225-37-3 of the French Commercial Code;
7 Approval of the fixed and variable components of the compensation and
benefits of any kind paid or granted for fiscal year 2020-2021 to
Mr. Luc Besson, in his capacity as Chairman of the Board of Directors
and Chief Executive Officer;
8 Approval of the fixed and variable components of the remuneration
and benefits of any kind paid or granted in respect of fiscal year
2020-2021 to Mr. Axel Duroux, in his capacity as Chief Executive Officer;
9 Approval of the fixed and variable components of the remuneration and
benefits of any kind paid or granted in respect of fiscal year 2020-2021
to Mr. Régis Marillas, in his capacity as Executive Vice President;
10 Approval of the compensation policy for Mr. Luc Besson, as Chairman,
for the 2021-2022 fiscal year;
11 Approval of the compensation policy for Mr. Axel
Duroux, as Chief Executive Officer, for the 2021-2022 fiscal year;
12 Approval of Director Compensation Policy for Fiscal Year 2021-2022;
13 Authorization for the Company to buy back its own shares;
14 Approval of the transfer of the listing of the Company's securities
from the Euronext Paris market to the organized multilateral trading
facility Euronext Growth Paris;
15 Delegation of authority to the Board of Directors to decide to issue,
with preferential subscription rights, ordinary shares and/or securities
giving immediate and/or future access to the Company's capital or to
debt securities;
16 Delegation of authority to the Board of Directors to decide on the issue,
by public offering, without preferential subscription rights, of ordinary
shares and/or securities giving immediate and/or future access to the
Company's capital or to debt securities;
17 Delegation of authority to the Board of Directors to decide on the issue,
with cancellation of preferential subscription rights, of ordinary shares
and/or securities giving immediate and/or future access to the Company's
capital or to debt securities within the framework of an offer referred
to in II of Article L.411-2 of the French Monetary and Financial Code;
18 Authorization for the Board of Directors to set the price of issues of
ordinary shares or securities without shareholders' pre-emptive
subscription rights, up to a maximum of 10% of the capital per year;
19 Authorization for the Board of Directors to increase, in accordance with
Article L. 225-135-1 of the French Commercial Code, the number of shares
to be issued in connection with issues carried out while maintaining or
cancelling shareholders' pre-emptive subscription rights;
20 Delegation of authority to the Board of Directors to carry out a capital
increase, with cancellation of shareholders' preferential subscription
rights, reserved for employees of the Company or its affiliates;
21 Overall limit on cash issue authorizations;
22 Delegation of powers to the Board of Directors to increase the share
capital by issuing ordinary shares or securities giving access to the
Company's capital as consideration for securities tendered in connection
with a public exchange offer initiated by the Company;
23 Delegation of powers to the Board of Directors to decide on the issue
of ordinary shares up to a maximum of 10% of the share capital, as
remuneration for contributions in kind granted to the Company;
24 Delegation of powers to the Board of Directors to issue securities
giving access to the Company's capital, without preferential
subscription rights, in the context of an exchange of financial
securities;
25 Authorization for the Board of Directors to grant stock options to
employees or officers of the Company and related companies;
26 Authorization to the Board of Directors to grant existing and/or
newly issued shares of the Company free of charge to employees or
officers of the Company and related companies;
27 Delegation of powers to the Board of Directors to
increase the share capital by incorporation of premiums, reserves,
profits or other items;
28 Authorization to the Board of Directors to reduce the share capital
by cancelling shares;
29 Powers for formalities.
% votes % votes % votes Results
for against abstention
99,96% 0,01% 0,03% Resolution adopted
99,96% 0,01% 0,03% Resolution adopted
99,96% 0,01% 0,03% Resolution adopted
99,38% 0,58% 0,04% Resolution adopted
99,38% 0,58% 0,04% Resolution adopted
99,46% 0,04% 0,50% Resolution adopted
99,41% 0,55% 0,04% Resolution adopted
99,41% 0,55% 0,04% Resolution adopted
99,36% 0,61% 0,03% Resolution adopted
99,42% 0,54% 0,04% Resolution adopted
99,42% 0,54% 0,04% Resolution adopted
99,88% 0,08% 0,04% Resolution adopted
99,48% 0,49% 0,03% Resolution adopted
99,94% 0,03% 0,03% Resolution adopted
99,48% 0,49% 0,03% Resolution adopted
99,43% 0,54% 0,03% Resolution adopted
99,42% 0,54% 0,04% Resolution adopted
99,43% 0,54% 0,03% Resolution adopted
99,44% 0,52% 0,04% Resolution adopted
99,90% 0,06% 0,04% Resolution adopted
99,95% 0,02% 0,03% Resolution adopted
99,46% 0,50% 0,04% Resolution adopted
99,45% 0,52% 0,03% Resolution adopted
99,43% 0,54% 0,03% Resolution adopted
99,45% 0,51% 0,04% Resolution adopted
99,43% 0,54% 0,03% Resolution adopted
99,93% 0,04% 0,03% Resolution adopted
99,95% 0,02% 0,03% Resolution adopted
99,96% 0,01% 0,03% Resolution adopted
(*) For those resolutions, the shares held by Front Line Mr. Luc Besson (for a
total of 15,600,226 shares) were not taken into account when calculating the
quorum and the votes cast.