Nachricht vom 26.06.2020 | 13:16

Global Fashion Group S.A.: ANNUAL GENERAL MEETING APPROVES ALL RESOLUTIONS ON THE AGENDA

DGAP-News: Global Fashion Group S.A. / Announcement of the Results of the General Meeting
26.06.2020 / 13:16
Announcement of the Results of the General Meeting, transmitted by DGAP - a service of EQS Group AG.
The issuer is solely responsible for the content of this announcement.


GLOBAL FASHION GROUP S.A. ANNUAL GENERAL MEETING APPROVES ALL RESOLUTIONS ON THE AGENDA 

Luxembourg, 26 June 2020: The Annual General Meeting of shareholders of Global Fashion Group S.A. (the "Company") held today in Luxembourg approved all resolutions on the agenda. 82.86% of the voting rights were represented at the Annual General Meeting. 

In view of the recent global pandemic (COVID-19), the Company took the decision to hold the Annual General Meeting by video conference as permitted by Luxembourg law. In view of the revised format, each shareholder was able to place their votes by correspondence or by proxy. 

Further details of the number of votes cast and the resolutions are available on the Annual General Meeting section of our website here. A comprehensive list of the resolutions passed at the Company's Annual General Meeting can be found in Annex A (below).

About Global Fashion Group
Global Fashion Group is the leading fashion and lifestyle retail destination in Asia Pacific, Latin America and CIS. We connect over 10,000 global, local and own brands to a market of more than one billion consumers through four established e-commerce platforms: THE ICONIC, ZALORA, dafiti and lamoda. Through an inspiring and seamless customer experience enabled by our own technology ecosystem and operational infrastructure, we are dedicated to being the #1 fashion and lifestyle destination in our markets. With 17 offices and 10 fulfilment centres across four continents, GFG proudly employs a dynamic and diverse team with deep local knowledge and expertise. In 2019, GFG delivered over 34.6 million orders to 13.1 million Active Customers. (ISIN: LU2010095458.)

For more information visit: www.global-fashion-group.com

Contacts:
Media: Jovana Lakcevic, press@global-fashion-group.com
Investors: Adam Kay, investors@global-fashion-group.com



Annex A

 

Agenda Item

Valid votes

Valid votes % (share capital)

Yes votes

Yes votes in %

No votes

No votes in %
Abstentions
  1. Presentation of the combined consolidated management report of the management board of the Company (the "Management Board") and of the report of the independent auditor (réviseur d'entreprises agréé) on the Company's consolidated accounts for the financial year ended 31 December 2019 prepared in accordance with the International Financial Reporting Standards as adopted by the European Union ("IFRS") and on the Company's annual accounts for the financial year ended 31 December 2019 prepared in accordance with IFRS
No voting required
  1. Approval of the Company's consolidated accounts for the financial year ended 31 December 2019
161,154,045 75.01 160,456,066 99.64 573,703 0.36 124,276
  1. Approval of the Company's annual accounts for the financial year ended 31 December 2019
161,154,045 75.01 160,456,066 99.64 573,703 0.36 124,276
  1. Allocation of results for the financial year ended 31 December 2019
161,154,045 75.01 160,456,066 99.64 573,703 0.36 124,276
  1. Granting of discharge to Christoph Barchewitz, member of the Management Board, for the exercise of his mandate and the exercise of his mandate as a former member of the board of directors of the Company during the financial year ended 31 December 2019
161,154,045 75.01 159,134,621 98.82 1,895,148 1.18 124,276
  1. Granting of discharge to Patrick Schmidt, member of the Management Board, for the exercise of his mandate and the exercise of his mandate as a former member of the board of directors of the Company during the financial year ended 31 December 2019
161,154,045 75.01 159,134,621 98.82 1,895,148 1.18 124,276
  1. Granting of discharge to Matthew Price, member of the Management Board, for the exercise of his mandate during the financial year ended 31 December 2019
161,154,045 75.01 159,134,621 98.82 1,895,148 1.18 124,276
  1. Granting of discharge to Oliver Samwer, former member of the board of directors of the Company, for the exercise of his mandate during the financial year ended 31 December 2019
161,154,045 75.01 159,134,621 98.82 1,895,148 1.18 124,276
  1. Granting of discharge to Christian Senitz, former member of the board of directors of the Company, for the exercise of his mandate during the financial year ended 31 December 2019
161,154,045 75.01 159,134,621 98.82 1,895,148 1.18 124,276
  1. Granting of discharge to Daniel Shinar, former member of the board of directors of the Company, for the exercise of his mandate during the financial year ended 31 December 2019
161,154,045 75.01 159,134,621 98.82 1,895,148 1.18 124,276
  1. Granting of discharge to Christian Winter, former member of the board of directors of the Company, for the exercise of his mandate during the financial year ended 31 December 2019
161,154,045 82.86 148,818,836 98.74 1,895,148 1.26 10,440,061
  1. Granting of discharge to Raphael Thiolon, former member of the board of directors of the Company, for the exercise of his mandate during the financial year ended 31 December 2019
161,154,045 75.01 159,134,621 98.82 1,895,148 1.18 124,276
  1. Granting of discharge to Won-Suck Song, former member of the board of directors of the Company, for the exercise of his mandate during the financial year ended 31 December 2019
161,154,045 75.01 159,134,621 98.82 1,895,148 1.18 124,276
  1. Granting of discharge to Alexis Babeau, member of the supervisory board of the Company (the "Supervisory Board"), for the exercise of his mandate and the exercise of his mandate as a former member of the board of directors of the Company during the financial year ended 31 December 2019
161,154,045 75.01 159,134,621 98.82 1,895,148 1.18 124,276
  1. Granting of discharge to Georgi Ganev, member of the Supervisory Board, for the exercise of his mandate and the exercise of his mandate as a former member of the board of directors of the Company during the financial year ended 31 December 2019
161,154,045 75.01 159,134,621 98.82 1,895,148 1.18 124,276
  1. Granting of discharge to Cynthia Gordon, member of the Supervisory Board, for the exercise of her mandate and the exercise of her mandate as a former member of the board of directors of the Company during the financial year ended 31 December 2019
161,154,045 75.01 159,134,621 98.82 1,895,148 1.18 124,276
  1. Granting of discharge to Victor Herrero, member of the Supervisory Board, for the exercise of his mandate and the exercise of his mandate as a former member of the board of directors of the Company during the financial year ended 31 December 2019
161,154,045 75.01 159,134,621 98.82 1,895,148 1.18 124,276
  1. Granting of discharge to Carol Shen, member of the Supervisory Board, for the exercise of her mandate during the financial year ended 31 December 2019
161,154,045 75.01 159,134,621 98.82 1,895,148 1.18 124,276
  1. Granting of discharge to Laura Weil, member of the Supervisory Board, for the exercise of her mandate during the financial year ended 31 December 2019
161,154,045 75.01 159,134,621 98.82 1,895,148 1.18 124,276
  1. Renewal of the appointment of Ernst & Young as independent auditor for the financial year 2020
161,154,045 75.01 160,456,066 99.64 573,703 0.36 124,276
  1. Approval and, to the extent necessary, ratification of the remuneration of the Supervisory Board for the financial year 2020
161,154,045 75.01 160,456,066 99.64 573,703 0.36 124,276
  1. Presentation of and advisory vote on the remuneration policy for the members of the Management Board and the Supervisory Board
161,154,045 75.01 156,271,585 97.05 4,758,184 2.95 124,276
  1. Presentation of and advisory vote on the remuneration report for the members of the Management Board and the Supervisory Board in the financial year 2019
161,154,045 75.01 156,271,585 97.05 4,758,184 2.95 124,276
  1. Decision to decrease the issued share capital of the Company by an amount of two hundred thousand five hundred forty-five euro and sixty-one cents (EUR 200,545.61) in order to bring it from its current amount of two million one hundred forty-eight thousand four hundred eighteen euro and twenty-seven cents (EUR 2,148,418.27) down to an amount of one million nine hundred forty-seven thousand eight hundred seventy-two euro and sixty-six cents (EUR 1,947,872.66), by way of redemption and cancellation of twenty million fifty-four thousand five hundred sixty-one (20,054,561) common shares held by the Company and amendment of article 5.1 of the articles of association of the Company
161,154,045 75.01 160,456,066 99.64 573,703 0.36 124,276
  1. Acknowledgment of the special report of the Management Board with respect to (i) the amendment and renewal of the authorised capital of the Company and (ii) the waiver of the preferential subscription right of the existing shareholders where provided therefore in the special report, and amendment of article 6.2 of the articles of association of the Company
161,154,045 75.01 157,593,030 97.87 3,436,739 2.13 124,276
  1. Insertion of a new article 10.8 in the articles of association of the Company which shall read as follows: "10.8 Shareholders may be authorised to participate in a general meeting of shareholders by electronic means, ensuring, notably, any or all of the following forms of participation: (a) a real-time transmission of the general meeting; (b) a realtime two-way communication enabling shareholders to address the general meeting of shareholders from a remote location; and (c) a mechanism for casting votes, whether before or during the general meeting of shareholders, without the need to appoint a proxy who is physically present at the meeting. Any shareholder which participates in a meeting through such means shall be deemed to be present at the place of the meeting for the purposes of the quorum and majority requirements. The use of electronic means allowing shareholders to take part in a meeting may be subject only to such requirements as are necessary to ensure the identification of shareholders and the security of the electronic communication, and only to the extent that they are proportionate to achieving that objective"
161,154,045 75.01 160,456,066 99.64 573,703 0.36 124,276




 


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