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REG - Coca-Cola HBC AG - Notice of AGM

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RNS Number : 3273L  Coca-Cola HBC AG  19 April 2024

FOR IMMEDIATE RELEASE

Coca-Cola HBC AG

Announcement of the annual general meeting to be held on 21 May 2024, changes
to the Board and confirmation of dividend dates

Zug, Switzerland - 19 April 2024 - The Board of Directors of Coca-Cola HBC
AG ("Coca-Cola HBC") has resolved to convene its Annual General Meeting
("AGM") to be held on Tuesday, 21 May 2024 at 11:00 am CET, at Turmstrasse 26,
6312 Steinhausen, Switzerland.

The Board of Directors has been notified that Ms.Olusola (Sola) David-Borha
intends to retire from the Board of Directors at the conclusion of the AGM,
after serving as a non-executive director for almost nine years. Ms. Alexandra
Papalexopoulou has also notified her intention to retire from the Board of
Directors at the conclusion of the AGM, after serving as a non-executive
director for almost nine years.

The Board of Directors proposes to elect Zulikat Wuraola Abiola and Glykeria
Tsernou as new non-executive members of the Board of Directors. Subject to
election at the AGM, Zulikat Wuraola Abiola's and Glykeria Tsernou's
appointment will each take effect immediately following the conclusion of the
AGM. Zulikat Wuraola Abiola is managing director of Management Transformation
Ltd, a management consultancy firm, a role she has held since 1999. She is
also a non-executive member and vice chairman of the board of directors of
Frigoglass S.A.I.C. In addition, Zulikat Wuraola Abiola is a director on the
boards of Beta Glass Nigeria PLC, Lekoil Nigeria Limited and Summit Oil
International Ltd (Nigeria).  Glykeria Tsernou is currently an executive in
the family office of Th. Vassilakis Group (ASE listed Aegean Airlines,
Autohellas and holdings in logistics and hospitality) focusing on
participations, new investments and business development, a role she has held
since 2013. She is a non-executive director of Attica Department Stores S.A,
Goldair Handling S.A. and Golf Residences S.A.  Glykeria Tsernou is an
independent non-executive director of Resolute Cepal Greece S.A. and Reinvest
Greece S.A. and Chairwoman of Elecion Energy S.A. She also serves on the board
of trustees of Anatolia College. Further details are set out in the
biographies of Zulikat Wuraola Abiola and Glykeria Tsernou in the notice of
the AGM. No further information is required to be disclosed pursuant to the UK
Financial Conduct Authority's Listing Rule 9.6.13R.

The AGM will also resolve to declare for each ordinary registered share a
dividend of EUR 0.93 per share which was initially announced on 14 February
2024. The total aggregate amount of the dividend will be capped at CHF
375,000,000. Payment of the dividend is anticipated to be made on 24 June 2024
to holders of Coca-Cola HBC shares on the record date of 31 May 2024.

The AGM agenda items are set out in the summary below.

Agenda of the AGM

In summary, the AGM will have the following agenda and will include the
following proposals by the Board of Directors:

1          Receipt of the 2023 Integrated Annual Report, as well as
approval of the annual management report, the stand-alone financial statements
and the consolidated financial statements

2          Approval of the non-financial report under Swiss statutory
law for the financial year ended on 31 December 2023

3          Appropriation of earnings and reserves / declaration of
dividend

3.1       Appropriation of available earnings

3.2       Declaration of dividend from reserves

4          Discharge of the members of the Board of Directors and the
members of the Executive Leadership Team

5          Election of the Board of Directors, the Chairman of the
Board of Directors and the members of the Remuneration Committee

5.1       Current members of the Board of Directors

5.1.1.        Re-election of Anastassis G. David as a member of the
Board of Directors and as the Chairman of the Board of Directors (in a single
vote)

5.1.2.        Re-election of Zoran Bogdanovic as a member of the Board
of Directors

5.1.3.        Re-election of Charlotte J. Boyle as a member of the
Board of Directors and as a member of the Remuneration Committee (in a single
vote)

5.1.4.        Re-election of Henrique Braun as member of the Board of
Directors

5.1.5.        Re-election of Anna Diamantopoulou as member of the Board
of Directors and as a member of the Remuneration Committee (in a single vote)

5.1.6.        Re-election of William W. (Bill) Douglas III as a member
of the Board of Directors

5.1.7.        Re-election of Reto Francioni as a member of the Board of
Directors and as a member of the Remuneration Committee (in a single vote)

5.1.8.        Re-election of Anastasios I. Leventis as a member of the
Board of Directors

5.1.9.        Re-election of Christodoulos (Christo) Leventis as a
member of the Board of Directors

5.1.10.     Re-election of George Pavlos Leventis as a member of the Board
of Directors

5.1.11.     Re-election of Evguenia Stoitchkova as a member of the Board
of Directors

5.2       New members of the Board of Directors

5.2.1.        Election of Zulikat Wuraola Abiola as a new member of the
Board of Directors

5.2.2.        Election of Glykeria Tsernou as a new member of the Board
of Directors

6          Election of the independent proxy

7          Election of the auditors

7.1       Re-election of the statutory auditor

7.2       Advisory vote on the re-appointment of the independent
registered public accounting firm for UK purposes

8          Advisory vote on the UK Remuneration Report

9          Advisory vote on the Remuneration Policy

10        Advisory vote on the Swiss Remuneration Report

11        Approval of the remuneration of the Board of Directors and
the Executive Leadership Team

11.1    Approval of the maximum aggregate amount of remuneration for the
Board of Directors until the next annual general meeting

11.2    Approval of the maximum aggregate amount of remuneration for the
Executive Leadership Team for the next financial year

12        Approval of a share buy-back

13        Approval of amendments to the articles of association

13.1    Alignment with mandatory provisions of the new Swiss corporate law
(Articles 6, 11, 14, 15, 20, 25, 34, 36 and 37)

13.2    Other voluntary changes (Articles 4, 10, 13, 16, 18, 19, 43 and 45)

 

The formal notice of the AGM, including a full description of the items of the
agenda and the proposals of the Board of Directors, has been published today
in the Swiss Official Gazette of Commerce (Schweizerisches Handelsamtsblatt).
A circular incorporating the formal notice of the AGM will be sent to all
registered shareholders. It has also been submitted to the National Storage
Mechanism and will shortly be available for inspection
at https://data.fca.org.uk/#/nsm/nationalstoragemechanism
(https://data.fca.org.uk/#/nsm/nationalstoragemechanism) , as well as on
Coca-Cola HBC's website
at https://www.coca-colahellenic.com/en/investor-relations/shareholder-centre/agm,
together with the 2023 Integrated Annual Report and other relevant shareholder
information.

Zug, 19 April 2024

Coca-Cola HBC AG

The Board of Directors

 

 

Enquiries

Coca-Cola HBC Group

 Investor and Analysts:
 Joanna Kennedy                        +44 (0) 7802 427505

 Head of Investor Relations            joanna.kennedy@cchellenic.com
 Jemima Benstead                       Tel: +44 7740 535130

 Investor Relations Manager            jemima.benstead@cchellenic.com
 Virginia Phillips                     Tel: +44 (0) 7864 686582

 Investor Relations Manager            virginia.phillips@cchellenic.com

 Individual Shareholders:

 Maria Livaniou                        Tel: +30 697 444 3270

 Shareowner Services Manager           maria.livaniou@cchellenic.com

 Media:
 Sonia Bastian                         Tel: +41 7946 88054

 Head of Communications                sonia.bastian@cchellenic.com
 Ciara Cashen                          Tel: +353 861940885

 Senior Group Communications Manager   ciara.cashen@cchellenic.com

About Coca-Cola HBC

Coca-Cola HBC is a growth-focused consumer packaged goods business and
strategic bottling partner of The Coca-Cola Company. We open up moments that
refresh us all, by creating value for our stakeholders and supporting the
socio-economic development of the communities in which we operate. With a
vision to be the leading 24/7 beverage partner, we offer drinks for all
occasions around the clock and work together with our customers to serve 740
million consumers across a broad geographic footprint of 29 countries. Our
portfolio is one of the strongest, broadest and most flexible in the beverage
industry, with consumer-leading beverage brands in the sparkling, adult
sparkling, juice, water, sport, energy, ready-to-drink tea, coffee, and
premium spirits categories. These include Coca-Cola, Coca-Cola Zero Sugar,
Fanta, Sprite, Schweppes, Kinley, Costa Coffee, Caffè Vergnano, Valser,
FuzeTea, Powerade, Cappy, Monster Energy, Finlandia Vodka, The Macallan, Jack
Daniel's and Grey Goose. We foster an open and inclusive work environment
amongst our 32,000 employees and believe that building a more positive
environmental impact is integral to our future growth. We rank among the top
sustainability performers in ESG benchmarks such as the Dow Jones
Sustainability Indices, CDP, MSCI ESG, FTSE4Good and ISS ESG.

Coca-Cola HBC has a premium listing on the London Stock Exchange (LSE:CCH) and
is listed on the Athens Exchange (ATHEX:EEE). For more information, please
visit https://www.coca-colahellenic.com (https://www.coca-colahellenic.com/)
.

 

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