REG - Hellenic Telecomms - AGM Voting Results_23.06.2025

Hellenic Telecommunications Organization SAAnnouncement

27/06/2025 13:30

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RNS Number : 8072O  Hellenic Telecomms Organization S A  27 June 2025

 

Voting Results of the 73(rd) OTE S.A. Αnnual General Shareholders' Meeting of
23/06/2025

Athens, Greece - June 27, 2025 - Hellenic Telecommunications Organization S.A.
(OTE S.A.), in accordance with the provisions of article 133, par. 2 of L.
4548/2018 and of the Athens Exchange Regulation, as in force, hereby releases
the voting results of the 73(rd) Annual General Shareholders' Meeting of June
23, 2025.

 AGENDA ITEMS

 ITEM No 1:   Approval of the Financial Statements of OTE S.A. in accordance with the
              International Financial Reporting Standards (both Separate and Consolidated)
              of the fiscal year 2024 (1/1/2024-31/12/2024), with the relevant Reports of
              the Board of Directors and the Auditors and approval of the annual profits'
              distribution.

 ITEM No 2:   Submission of the Activities Report of the OTE Audit Committee for the year
              2024.
 ITEM No 3:   Approval, according to article 108 of Law 4548/2018, of the overall management
              of the Company by the Board of Directors during the fiscal year 2024
              (1/1/2024-31/12/2024) and exoneration of the Auditors for the fiscal year 2024
              (1/1/2024-31/12/2024), pursuant to article 117 par. 1(c) of Law 4548/2018.
 ITEM No 4:   Appointment of an Audit Firm (i) for the statutory audit of the financial
              statements of OTE S.A. (separate and consolidated) for the fiscal year 2025
              and (ii) for the assurance of the reporting of the Sustainability Statement of
              OTE S.A. for the fiscal year 2025.
 ITEM No 5:   Amendment of article 9 (Election, Composition and Term of the Board of
              Directors) of the Company's Articles of Incorporation.
 ITEM No 6:   Approval of the revision of the Remuneration Policy for the members of the
              Board of Directors of OTE S.A., in accordance with articles 110 and 111 of Law
              4548/2018.
 ITEM No 7:   Final determination of the remuneration and expenses of the members of the
              Board of Directors for their participation in the proceedings of the Board of
              Directors and its Committees during the fiscal year 2024
              (1/1/2024-31/12/2024). - Determination of the remuneration and expenses of the
              members of the Board of Directors for their participation in the proceedings
              of the Board of Directors and its Committees for the fiscal year 2025 and
              pre-approval for their payment until the Ordinary (Annual) General Meeting of
              the Shareholders which will take place within 2026 and will finally determine
              them.
 ITEM No 8:   Approval of the variable remuneration for the fiscal year 2024
              (1/1/2024-31/12/2024): (i) of the executive members of the Board of Directors
              and (ii) of the Managing Director of OTE S.A. whose service period ended on
              30.06.2024.
 ITEM No 9:   Approval of profit distribution to executives of the Company.
 ITEM No 10:  Remuneration Report for the members of the Board of Directors of OTE S.A. for
              the fiscal year 2024, according to article 112 of Law 4548/2018.
 ITEM No 11:  Approval of an incentive plan linked to the Company's shares ("OTE Shares
              Award Plan") for the year 2025, pursuant to article 114 of Law 4548/2018.
 ITEM No 12:  Approval of the Draft Demerger Plan with the spin-off of OTE S.A.'s passive
              mobile infrastructure business and its contribution to a new public limited
              company to be established with OTE as sole shareholder in accordance with
              articles 54 par.3, 57 par. 3, 59-74 and 83-87 of L.4601/2019, L.4548/2018 and
              articles 47-51 & 56-59 of L. 5162/2024 , with Accounting Statement dated
              31.12.2024 - Appointment of representative of OTE S.A. to sign the final
              notarial deed for the demerger and establishment of the new company.
 ITEM No 13:  Granting of a special permission, according to articles 97 par.3, 99 par.1, 2
              and 100 par.2 of Law 4548/2018, for the continuation for the period 31/12/2025
              until 31/12/2026 of the insurance coverage of Directors & Officers of OTE
              S.A. and its affiliated companies, against liabilities incurred in the
              exercise of their competences, duties and powers.
 ITEM No 14:  Approval of the cancellation of 8,840,446 own shares purchased by the Company
              under the approved own share buy-back program in order to cancel them, with
              the corresponding reduction of its share capital by the amount of
              €25,018,462.18, according to article 49 of Law 4548/2018 and the subsequent
              amendment of article 5 (Share Capital) of the Company's Articles of
              Incorporation.
 ITEM No 15:  Approval of an Own Share Buyback Program according to article 49 of
              L.4548/2018.
 ITEM No 16:  Publication to the Annual General Meeting of the Shareholders of the Company,
              according to article 97 par. 1 (b) of Law 4548/2018, of any cases of conflict
              of interest and agreements of the fiscal year 2024 which fall under article 99
              of L.4548/2018 (related party transactions).
 ITEM No 17:  Submission of a report of the independent members of the Board of Directors to
              the General Shareholders' Meeting, according to par. 5, article 9 of
              L.4706/2020
 ITEM No 18:  Miscellaneous announcements.

 

 

 TOTAL NUMBER OF SHARES      OWN SHARES                              TOTAL NUMBER OF SHARES WITH VOTING RIGHTS*                       TOTAL NUMBER OF VALID VOTES

 412.693.573                     10.208.862                          402.484.711                                                      347.510.400

 AGENDA ITEM   QUORUM                                                MAJORITY                                                         % ON TOTAL NUMBER WITH VOTING RIGHTS
                                                NUMBER OF VALID VOTES                                    VALID VOTES ON QUORUM (%)
               IN FAVOUR     AGAINST            ABSTAIN              IN FAVOUR         AGAINST           ABSTAIN
 1             347.301.621   140.751            68.028               99,94%            0,04%             0,02%                        86,34%
 2             NON VOTABLE ITEM
 3             346.955.979   88.474             465.947              99,84%            0,03%             0,13%                        86,34%
 4             347.433.824   25.399             51.177               99,98%            0,01%             0,01%                        86,34%
 5             346.032.686   1.396.714          81.000               99,57%            0,40%             0,02%                        86,34%
 6             265.624.857   81.802.343         83.200               76,44%            23,54%            0,02%                        86,34%
 7             346.032.626   1.396.379          81.395               99,57%            0,40%             0,02%                        86,34%
 8             261.927.470   82.674.244         2.908.686            75,37%            23,79%            0,84%                        86,34%
 9             276.622.497   70.328.389         559.514              79,60%            20,24%            0,16%                        86,34%
 10            273.705.215   73.700.896         104.289              78,76%            21,21%            0,03%                        86,34%
 11            279.424.591   67.979.697         106.112              80,41%            19,56%            0,03%                        86,34%
 12            347.500.735   7.375              2.290                100,00%           0,00%             0,00%                        86,34%
 13            347.198.788   243.249            68.363               99,91%            0,07%             0,02%                        86,34%
 14            347.319.355   191.045            0                    99,95%            0,05%             0,00%                        86,34%
 15            347.256.500   238.828            15.072               99,93%            0,07%             0,00%                         86,34%
 16            NON VOTABLE ITEM
 17            NON VOTABLE ITEM
 18            NON VOTABLE ITEM

 

* Pursuant to article 50 of Law 4548/2018, the voting rights attaching to own
shares are suspended and those shares are not taken into account for the
calculation of quorum.

FOR FURTHER INFORMATION:

OTE GROUP INVESTOR RELATIONS

Tel. +30 210-6118190, +30 210-6117364

E-mail: iroffice@ote.gr (mailto:iroffice@ote.gr)

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