03 JUN 2022

Decisions of the 32st Annual General Meeting

MYTILINEOS S.A. (the “Company”) announces that on Thursday, June 2nd, 2022 at 13.00, the 32nd Annual General Meeting of shareholders of the Company was held at the registered offices of the Company. Shareholders representing 81,170,103 common registered shares and voting rights, i.e. 58.64% of the total 138,414,002 total common registered shares participated (physically or remotely through teleconference or by way of exercising their voting right before the meeting)[1] .

The General Meeting discussed and took the following decisions by majority on the items of the agenda:

  • On the 1st item of the agenda, the shareholders approved the annual and consolidated financial statements for the financial year 01.01.2021 - 31.12.2021, the relevant Board of Directors’ and Statutory Auditor’s reports, and the Statement of Corporate Governance, as presented for approval.
  • On the 2nd item of the agenda, the shareholders approved the appropriation of the results for the financial year 01.01.2021-31.12.2021 and the distribution of dividend to the shareholders of the Company in the amount of forty-two eurocents (€0.42) per share. The ex-date and beneficiary determination date (based on the record date rule) of June 24th, 2022 and June 27th, 2022 respectively were approved, and the corresponding amount will be paid to shareholders starting on July 1st, 2022. The Company will publish a separate announcement concerning the dividend payment procedure in accordance with article 4.1.3.4 of the Athens Exchange Regulation. In addition, the shareholders approved the establishment of special reserve accounts and payment to members of the board of directors of remuneration from the profits of the Company for the fiscal year 01.2021 until 31.12.2021, as presented for approval.
  • On the 3rd item of the agenda, the shareholders approved in accordance with the provisions of article 112 par.3 of law 4548/2018 the remuneration report for
  • On the 6th item of the agenda, the shareholders approved the overall management of the board of directors for the fiscal year 01.01.2021-31.12.2021 in accordance with article 108 of law 4548/2018 and discharged the statutory auditors of the Company from any liability for damages for the audit of the financial statements for the same fiscal
  • On the 7th item of the agenda, the shareholders elected the Auditing Firm GRANT THORNTON S.A., having its registered office in Athens (58 Katehaki Av.) and registered with the Special Register of article 13 par. 5 of Presidential Decree (P.D.) 226/1992 under SOEL Reg. No. 127 to carry out the regular audit of the Company’s individual and consolidated financial statements for the current fiscal year 01.2022-31.12.2022, the review of the of the interim financial statements for the period 01.01.2022-30.06.2022 as well as to issue the annual tax certificate and set their remuneration at €318,250.00 (plus VAT) and €229,500.00 (plus VAT) respectively.
  • On the 8th item of the agenda, the shareholders re-elected each of the eleven (11) current members of the board of directors for a four-year term and appointed the independent members of the board pursuant to law 4706/2020.

In addition, the Annual Report of the Audit Committee on its activities for the year 2020 was submitted to the meeting according to the provisions of article 44 par. 1(i) of law 4449/2017 as well as the Report on the activities of the Independent Non- Executive Directors of the Board for the year 2021 according to the provisions of article 9 par. 5 of law 4706/2020.

The Company will announce and publish on its website www.mytilineos.gr separate announcement with the detailed results of the voting per decision in accordance with article 133 par. 2 of the law 4548/2018.

Constitution of the board of directors as a body

The board of directors that was elected per above decisions, was constituted as a body the same day and designated its executive and non-executive members, as follows:

  1. Evangelos Mytilineos, father’s name: Georgios, Chairman and Managing Director, executive member;
  2. Spyridon Kasdas, father’s name: Dimitrios, Vice-Chairman A, non-executive member;
  3. Evangelos Chrysafis, father’s name: Georgios, Vice-Chairman B, executive member;
  4. Dimitrios Papadopoulos, father’s name: Sotirios, executive member;
  5. Ioannis Petrides,   father’s   name:   Georgios,   Lead   Independent Director, independent non-executive member;
  6. Panagiota Antonakou, father’s name: Leonidas, independent non-executive member;
  7. Emmanouil Kakaras, father’s name: Konstantinos, independent non-executive member;
  8. Konstantina Mavraki,   father’s   name:   Nikolaos,   independent   non-executive member;
  9. Anthony Bartzokas, father’s name: Melas, independent non-executive member;
  10. Natalia Nikolaidis,   father’s   name:   Emmanouil,   independent    non-executive member; and
  11. Alexios Pilavios, father’s name: Andreas, independent non-executive

The term of office of the aforementioned members of the board of directors is four years and is extended until the first general meeting of the shareholders following the expiration of their term.

Constitution of the Audit Committee as a body

In addition, the board of directors appointed its following members as members of the Audit Committee, which is a board of directors’ committee and which was formed into a corporate body on the same day as follows:

  1. Alexios Pilavios, Chair – independent non - executive member of the board of directors;
  2. Konstantina Mavraki, Member– independent non - executive member of the board of directors; and
  3. Anthony Bartzokas, Member, – independent non - executive member of the board of

Constitution of the Audit Committee as a body

The board of directors also appointed the members of the Remuneration and Nomination Committee, which was formed into a corporate body on the same day as follows:

  1. Ioannis Petrides, Chair – independent non - executive member of the board of directors;
  2. Emmanouil Kakaras, Member – independent non - executive member of the board of directors; and
  3. Konstantina Mavraki, Member– independent non - executive member of the board of

Constitution of the Sustainability Committee as a body

The board of directors also appointed the members of the Sustainability Committee, which was formed into a corporate body on the same day as follows:

  1. Sophie Daskalaki-Mytilineou, Chair;
  2. Panagiota Antonakou, Member – independent non - executive member of the board of directors
  3. Emmanouil Kakaras, Member – independent non - executive member of the board of directors;
  4. Spyridon Kasdas, Member – Vice-Chairman A, non-executive member of the board of directors;
  5. Natalia Nikolaidis, Member – independent non - executive member of the board of directors; and
  6. Dimitrios Papadopoulos, Member – executive member of the board of

[1] It shall be noted that, pursuant to paragraph 1 of article 50 of Law 4548/2018, 4,477,159 own shares of the Company out of total 142,891,161 shares are not calculated both for the purposes of quorum and the voting process