REG - Ros Agro PLC - EGM Statement

Ros AgroAnnouncement

14/06/2022 08:30

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RNS Number : 7775O  Ros Agro PLC  14 June 2022

ROS AGRO PLC

(the "Company")

 

MINUTES OF THE EXTRAORDINARY GENERAL MEETING OF THE SHAREHOLDERS HELD IN
ACCORDANCE WITH THE COMPANY'S ARTICLES OF ASSOCIATION AT THE COMPANY'S
REGISTERED OFFICE ON 10 JUNE 2022 AT 10:00 A.M.

 

 

 

Present:

 

Fiduciana Nominees (Cyprus) Limited - represented by Ms. Ganna
Khomenko              - Shareholder

 

Fiduciana Trustees (Cyprus) Limited - represented by Ms. Ganna
Khomenko                - Shareholder

 

Fiduciana Directors Limited - represented by Ms. Ganna Khomenko
                     - Shareholder

 

Fiduciana Management Limited - represented by Ms. Ganna Khomenko
               - Shareholder

 

Mr. Maxim Basov - represented by Ms. Ganna Khomenko
                              - Shareholder

 

BNY (Nominees) Limited - represented by Ms. Maro Evi Koulla Griva by proxy
              - Shareholder

 

Mr. Yury Zhuravlev - represented by Ms. Ganna Khomenko
                             - Shareholder

 

Absent

 

Granada Capital CY Limited
 
       - Shareholder

 

 

 

1.         Appointment of Chairperson of the Extraordinary General
Meeting

 

It is proposed that Ms. Maro Evi Koulla Griva as proxy of Mr. Maxim Basov be
appointed as Chairperson of the Meeting.

 

ORDINARY RESOLUTION No. 1

 

THAT Ms. Maro Evi Koulla Griva as proxy of Mr. Maxim Basov be appointed as
Chairperson of the Meeting.

 

 

2.         Election of Board of Directors

 

It is proposed to approve the election of the Board of Directors in the
following composition:

Ms Ganna Khomenko;

Mr. Maxim Basov;

Mr. Konstantinos Konstantinidis;

Mrs. Androulla Koumourou; and

Mr. Yury Zhuravlev

 

 

IT WAS RESOLVED AS FOLLOWS:

 

ORDINARY RESOLUTION No. 2

 

THAT the election of the Board of Directors in the following composition be
approved:

Ms Ganna Khomenko;

Mr. Maxim Basov;

Mr. Konstantinos Konstantinidis;

Mrs. Androulla Koumourou; and

Mr. Yury Zhuravlev.

 

3.   GDRs listing

 

The Company's global depositary receipts (ISIN: US7496552057, "GDR") issued
from time to time against the deposit of ordinary shares with the Bank of New
York Mellon (the ''Depositary'') are currently admitted to the Official List
maintained by the Financial Conduct Authority (UK) and admitted to trading on
the London Stock Exchange (LSE).

 

It is proposed that the Company may proceed with any of the following as may
be decided:

1)   to extend or change list of venues where GDRs are listed at and
admitted to trading, if the Board of the Company considers it necessary or
reasonable; and (or)

2)   to cancel listing at and (or) admission of GDRs to LSE; and (or)

3)   to obtain listing at and admission to trading of its GDRs on any other
stock exchange

 

 

IT WAS RESOLVED AS FOLLOWS:

 

ORDINARY RESOLUTION No. 3

 

THAT each and any of the following actions are hereby approved and may be
executed by the Board at its own discretion (if the Board deems it necessary
or reasonable on whichever basis): (1) cancelation of Company's GDRs listing
and admission to trading on LSE, and (or) (2) obtaining of listing at and
admission to trading of the GDRs on any other internationally recognised stock
exchange.

The Board is hereby authorized to perform and execute all the actions and
documents as may be required or recommended at Board own discretion to execute
all or any of contemplated transactions, including change of the main trading
venue to which Company's GDRs are admitted, as well as determine to which
authority(ies) and /or stock exchange(s) the Company shall apply for admission
for listing at and/or trading of its GDRs.

This resolution shall be effective until 31 December 2024.

 

 

4.         Termination

 

There being no business to transact the Chairperson declared the Meeting
closed at 10:30 a.m.

 

 

 

Signed:

 

 

 

 

………………………………
………………………………..

Maro Evi Koulla Griva
                              Ganna Khomenko

Chairperson by proxy from Mr. Maxim
Basov                           For and on behalf
of:

For and on behalf
of:
Fiduciana Nominees (Cyprus) Limited

BNY (Nominees) Limited by
Proxy
 Fiduciana Trustees (Cyprus) Limited

 
 
 Fiduciana Directors Limited

 
 
 Fiduciana Management Limited

            Mr. Yury Zhuravlev

            Mr. Maxim Basov

 

 

 
 

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