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RESOLUTIONS OF AFARAK GROUP PLC’S ANNUAL GENERAL MEETING

Written by Customer Service on . Posted in Public Companies.

17:30 London, 19:30 Helsinki, 22 June 2020 – Afarak Group Plc (“Afarak” or “the Company”) (LSE: AFRK, NASDAQ: AFAGR)RESOLUTIONS OF AFARAK GROUP PLC’S ANNUAL GENERAL MEETINGAfarak Group Plc’s Annual General Meeting was held at the Company’s headquarter in Helsinki on June 22, 2020 under special arrangements due to the COVID-19 pandemic.The AGM  adopted  the  financial  statements  and  the  consolidated  financial statements and discharged the members of the Board of Directors and the CEO from liability for the financial period 2019. The AGM resolved that no dividend would be paid for 2019. The AGM also adopted the Remuneration Policy for the Company’s governing bodies.THE BOARD OF DIRECTORS
The AGM resolved that the Board of Directors would comprise of three (3) members: Dr  Jelena Manojlovic (UK citizen),  Mr  Thorstein Abrahamsen (Norwegian citizen) and Mr Guy Konsbruck (Luxembourg citizen) were re-elected as Board members.   The AGM resolved that the Chairman of the Board shall be paid EUR 4,500 per month, the Chairman of the Audit and Risk Management Committee shall be paid EUR 5,550 per month and all Non-Executive Board Members are paid EUR 3,500 per month. Non-Executive Board Members who serve on the Board’s Committees shall be paid additional EUR 1,500 per month for committee work. Those members of the Board of Directors that are executives of the Company are not entitled to receive any remuneration for Board membership. Board Members shall be compensated for travel and accommodation expenses as well as other costs directly related to Board and Committee work in accordance with the company’s travel rules.THE AUDITOR
The AGM resolved that the Company will pay the fee to the auditor against an invoice that is inspected by the Company and that according to the recommendation by the  Audit Committee, the Authorised Public Accountant Firm Ernst & Young Oy was re-elected as the Auditor of the Company. Ernst & Young Oy has  informed the Company that the individual with the principal responsibility at Ernst & Young Oy, is Authorised Public Accountant Erkka Talvinko.AUTHORIZATION TO THE BOARD OF DIRECTORS TO DECIDE UPON SHARE ISSUE AND UPON ISSUING OTHER SPECIAL RIGHTS THAT ENTITLE TO SHARES
The AGM resolved to authorize the Board  of Directors to issue shares and stock options  and other special rights that entitle to shares in one or more tranches up  to a maximum of 50,000,000 new shares or shares  owned by the Company. This
equates to approximately 19.8 % of the Company’s currently registered shares.The authorization  may be used  among other  things to raise additional finance and enabling corporate and business acquisitions or other arrangements and investments of business activity or for employee incentive and commitment schemes. By virtue of the  authorization,  the  Board of Directors can decide both on share issues against payment and on share issues without payment. The payment of the subscription  price can  also be  made with  consideration other than money. The authorization contains the right to decide on derogating from shareholders’ pre-emptive  right to share subscriptions  provided that  the conditions set in the Finnish Companies’ Act are fulfilled. The authorization replaces all previous authorizations and  is valid two (2) years from the decision of the Annual General Meeting.THE MEETING OF THE BOARD OF DIRECTORS
Following the AGM, the Board of Directors held a meeting in which Mr Thorstein Abrahamsen was unanimously re-elected as the Chairperson. The Board Committees and their composition are as follows:Audit and Risk Management Committee
Thorstein Abrahamsen, chairperson
Jelena ManojlovicRemuneration and Nomination Committee
Jelena Manojlovic, chairperson
Thorstein AbrahamsenHealth, Safety and Sustainable Development Committee
Thorstein Abrahamsen, chairperson
Jelena Manojlovic
Guy KonsbruckOTHER INFORMATION
Afarak  Group Plc has, on 22 June 2020, a total of 252,041,814 shares and votes and the Company holds in total 13,562,599 of its own shares in treasury.The  minutes of the Annual General Meeting  will be available on the internet at the Company’s website www.afarakgroup.com at the latest on 6 July 2020.IN HELSINKI, ON 22 JUNE 2020AFARAK GROUP PLC
Guy Konsbruck
CEOFor additional information, please contact:
Guy Konsbruck, CEO, +356 2122 1566, guy.konsbruck@afarak.com
Financial reports and other investor information are available on the Company’s website: www.afarak.com.
Afarak Group is a specialist alloy producer focused on delivering sustainable growth with a Speciality Alloys business in southern Europe and a FerroAlloys business in South Africa. The Company is listed on NASDAQ Helsinki (AFAGR) and the Main Market of the London Stock Exchange (AFRK).
Distribution:
NASDAQ Helsinki
London Stock Exchange
Main media
www.afarak.com

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