Investor announcements
Extraordinary announcement of CIG Pannónia Life Insurance Plc. on its annual General Meeting
2020. 04. 16.

CIG Pannónia Life Insurance Plc. (Registered office: 1033 Budapest, Flórián tér n1; company registration number: Cg.01-10-045857, hereinafter: “the Company”) hereby informs its shareholders and the capital market participants about the followings.

 On 9 April 2020 the Company informed its shareholders that the Annual General Meeting scheluded for 17 April 2020 will not be hold.  

 According to Par. (2) Section 9 of Decree no. 102/2020, the Board of Directors has the right to decide about any and all issues listed on the already published agenda. The board of directors has the right to decide by passing resolutions which conform with the already published proposals, including the acceptation of the annual report of the Company. The Company shall publish the Board resolutions made in the scope of the General Meeting under Section 3:279 of the Hungarian Civil code.According to Par. (5) Section 9 of Decree no. 102/2020, until 30 April 2020 or, if the business year of the public limited company differs from the calendar year, until the end of the fourth month following the balance sheet date the Board of Directors has the right to decide about the on its financial report. Simultaneously with the approval of the report, the management may decide on the use of the after-tax profit, including dividends.

 The Comapny published the General Meeting Proposals on 26 March 2020, however, due to the lack of the audit report, only drafts of the financial reports were published. On 15 April 2020 the boards of the Company discussed the annualindividual and financial statements of 2019 in the light of the audit report, and the Company, on the basis of which the Company publishes them and the related reports today on the link below: https://www.cigpannonia.hu/en/investor-relations/events

 The Board of Directors of the Company will make decisions on the agenda items submitted to the General meeting on 24 April 2020.

The decisions made within the competence of the General Meeting will be published by the Board.

 According to Par (5) Sec. 9 of Decree no. 102/2020, the shareholders can request the convocation of the general meeting for the subsequent approval of the general meeting resolutions passed by the Board of Directors during the state of emergency within a 30-day deadline starting from the cessation of the state of emergency, with the exception of resolutions concerning the approval of the annual report and the allocation of the after-tax profits (dividends).  The invitation to the General Meeting shall be published within 45 days of the receipt of the shareholder’s application handed in a mandatory time limit.

 For the subsequent approval of the resolution concerning the approval of the 2019 annual report and the allocation of the after-tax profits (dividends), the shareholders holding minimum 1% voting rights can initiate the convocation of the general meeting by 31 May 2020. The invitation to the General Meeting shall be published within 45 days of the receipt of the shareholder’s application handed in a mandatory time limit.

 The convocation of the annual general meeting cannot be requested and the meeting cannot be held as described above, if the time between the end of the emergency and 1 April 2021 is less than 180 days. In this case, the approval of the general meeting resolutions adopted by the Board of Directors during the state of emergency can be put to the agenda of the next general meeting.

 The following shareholders are entitled to request convocation of general meeting: (i) those who hold at least 1 per cent of the voting rights; and (ii) those who are indicated in the Share Register based on the ownership identification process requested and performed in connection with the general meeting indicated in the originally published invitation.

 CIG Pannónia Life Insurance Plc.

 

Disclaimer: All information contained within this article is for information purposes only, and shall not be considered an official translation of the official communication referred to herein. This document does not include the integral wording of the official communication referred to herein, the original Hungarian language version of it remains to be the solely legally binding material in the subject matter. For further information, please do not hesitate to contact us.

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