GLOBAL FASHION GROUP S.A.: ANNUAL GENERAL MEETING APPROVES ALL RESOLUTIONS ON THE AGENDA
06/15/2022Press release: GLOBAL FASHION GROUP S.A.: ANNUAL GENERAL MEETING APPROVES ALL RESOLUTIONS ON THE AGENDA
Luxembourg, 15 June 2022: The Annual General Meeting of shareholders of Global Fashion Group S.A. (the “Company”) held today in Luxembourg approved all resolutions on the agenda. 74.78% of the voting rights were represented at the Annual General Meeting.
The Company held 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 electronically or by correspondence or 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).
The Company is pleased to confirm the reappointment of the following persons to the Supervisory Board of the Company, following the approval of their reappointments by the shareholders of the Company: Cynthia Gordon, Georgi Ganev, Victor Herrero, Carol Shen and Laura Weil. The Company also acknowledges that Philipp Povel has stepped down from the Supervisory Board following the expiration of his mandate and thanks Philipp for his many contributions over the last year.
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About Global Fashion Group
Global Fashion Group is the leading fashion and lifestyle destination in growth markets across LATAM, CIS, SEA and ANZ. From our people, to our customers and partners, we exist to empower everyone to express their true selves through fashion. Our four e-commerce platforms: dafiti, lamoda, ZALORA and THE ICONIC connect an assortment of international, local and own brands to more than one billion consumers from diverse cultures and lifestyles. GFG's platforms provide seamless and inspiring customer experiences from discovery to delivery, powered by art & science that is infused with unparalleled local knowledge. Our vision is to be the #1 online destination for fashion & lifestyle in growth markets, and we are committed to doing this responsibly by being people and planet positive across everything we do. (ISIN: LU2010095458.)
For more information visit: www.global-fashion-group.com
Contacts:
Media: Jovana Lakcevic, press@global-fashion-group.com
Investors: Jo Britten, investors@global-fashion-group.com
Annex A: Voting Results – Global Fashion Group S.A Annual General Meeting 2022
Represented votes: 74.78 percent of the voting rights
| Agenda item | Resolution | Valid votes | Valid votes % (share capital) | Yes votes | Yes votes in % | No votes | No votes in % | Abstention |
| 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 2021 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 2021 prepared in accordance with Luxembourg Generally Accepted Accounting Principles (“Luxembourg GAAP”). |
No voting required |
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| 2 | Approval of the Company’s consolidated accounts for the financial year ended 31 December 2021. | 164,728,113 | 74.78 | 164,055,294 | 100.00 | 0 | 0.00 | 672,819 |
| 3 | Approval of the Company’s annual accounts for the financial year ended 31 December 2021. | 164,728,113 | 74.78 | 164,055,294 | 100.00 | 0 | 0.00 | 672,819 |
| 4 | Allocation of results for the financial year ended 31 December 2021. | 164,728,113 | 74.78 | 164,666,796 | 100.00 | 0 | 0.00 | 61,317 |
| 5 | Granting of discharge to Christoph Barchewitz, member of the Management Board, for the exercise of his mandate during the financial year ended 31 December 2021. | 164,728,113 | 74.78 | 163,199,129 | 99.44 | 917,216 | 0.56 | 611,768 |
| 6 | Granting of discharge to Patrick Schmidt, member of the Management Board, for the exercise of his mandate during the financial year ended 31 December 2021. | 164,728,113 | 74.78 | 163,195,605 | 99.44 | 917,216 | 0.56 | 615,292 |
| 7 | Granting of discharge to Matthew Price, member of the Management Board, for the exercise of his mandate during the financial year ended 31 December 2021. | 164,728,113 | 74.78 | 160,484,586 | 97.79 | 3,631,759 | 2.21 | 611,768 |
| 8 | Granting of discharge to Georgi Ganev, member of the supervisory board of the Company (the “Supervisory Board”), for the exercise of his mandate during the financial year ended 31 December 2021. | 164,728,113 | 74.78 | 163,009,339 | 99.38 | 1,011,421 | 0.62 | 707,353 |
| 9 | Granting of discharge to Cynthia Gordon, member of the Supervisory Board, for the exercise of her mandate during the financial year ended 31 December 2021. | 164,728,113 | 74.78 | 163,009,339 | 99.38 | 1,011,421 | 0.62 | 707,353 |
| 10 | Granting of discharge to Victor Herrero, member of the Supervisory Board, for the exercise of his mandate during the financial year ended 31 December 2021. | 164,728,113 | 74.78 | 163,009,339 | 99.38 | 1,011,421 | 0.62 | 707,353 |
| 11 | Granting of discharge to Carol Shen, member of the Supervisory Board, for the exercise of her mandate during the financial year ended 31 December 2021. | 164,728,113 | 74.78 | 163,009,339 | 99.38 | 1,011,421 | 0.62 | 707,353 |
| 12 | Granting of discharge to Laura Weil, member of the Supervisory Board, for the exercise of her mandate during the financial year ended 31 December 2021. | 164,728,113 | 74.78 | 163,009,339 | 99.38 | 1,011,421 | 0.62 | 707,353 |
| 13 | Granting of discharge to Philipp Povel, member of the Supervisory Board, for the exercise of his mandate during the financial year ended 31 December 2021. | 164,728,113 | 74.78 | 163,005,815 | 99.37 | 1,034,679 | 0.63 | 687,619 |
| 14 | Granting of discharge to Alexis Babeau, former member of the Supervisory Board, for the exercise of his mandate during the financial year ended 31 December 2021. | 164,728,113 | 74.78 | 163,009,339 | 99.38 | 1,011,421 | 0.62 | 707,353 |
| 15 | Reappointment of Georgi Ganev to the Supervisory Board for a period ending at the general meeting of shareholders resolving on the discharge for the exercise of the Supervisory Board’s mandates for the financial year ending on 31 December 2024. | 164,728,113 | 74.78 | 157,900,309 | 95.86 | 6,827,538 | 4.14 | 266 |
| 16 | Reappointment of Cynthia Gordon to the Supervisory Board for a period ending at the general meeting of shareholders resolving on the discharge for the exercise of the Supervisory Board’s mandates for the financial year ending on 31 December 2024. | 164,728,113 | 74.78 | 163,817,655 | 99.45 | 910,192 | 0.55 | 266 |
| 17 | Reappointment of Victor Herrero to the Supervisory Board for a period ending at the general meeting of shareholders resolving on the discharge for the exercise of the Supervisory Board’s mandates for the financial year ending on 31 December 2024. | 164,728,113 | 74.78 | 153,492,715 | 93.18 | 11,235,132 | 6.82 | 266 |
| 18 | Reappointment of Carol Shen to the Supervisory Board for a period ending at the general meeting of shareholders resolving on the discharge for the exercise of the Supervisory Board’s mandates for the financial year ending on 31 December 2024. | 164,728,113 | 74.78 | 164,647,596 | 99.95 | 80,251 | 0.05 | 266 |
| 19 | Reappointment of Laura Weil to the Supervisory Board for a period ending at the general meeting of shareholders resolving on the discharge for the exercise of the Supervisory Board’s mandates for the financial year ending on 31 December 2024. | 164,728,113 | 74.78 | 164,647,596 | 99.95 | 80,251 | 0.05 | 266 |
| 20 | Renewal of the appointment of Ernst & Young as independent auditor for the financial year 2022. | 164,728,113 | 74.78 | 164,633,641 | 99.94 | 94,206 | 0.06 | 266 |
| 21 | Presentation of and advisory vote on the remuneration report for the year ending 31 December 2021 for the members of the Management Board and the Supervisory Board. | 164,728,113 | 74.78 | 145,395,609 | 93.61 | 9,928,123 | 6.39 | 9,404,381 |
| 22 | Presentation of and advisory vote on the revised remuneration policy for the members of the Management Board and the Supervisory Board. | 164,728,113 | 74.78 | 145,354,751 | 93.58 | 9,968,981 | 6.42 | 9,404,381 |
| 23 | Approval and, to the extent necessary, ratification of the remuneration of the Supervisory Board for the financial year ending 31 December 2022. | 164,728,113 | 74.78 | 162,073,183 | 99.43 | 936,054 | 0.57 | 1,718,876 |
| 24 | Presentation and acknowledgement of the special report of the Management Board dated 6 May 2022 with respect to (i) the restatement and renewal of the current authorised capital and the amendment of the Company's authorised capital and (ii) waiving the preferential subscription right of existing shareholders where expressly provided in the special report of the Management Board dated 6 May 2022, and amendment of articles 6.1 and 6.2 of the articles of association of the Company. | 164,728,113 | 74.78 | 151,434,097 | 91.93 | 13,293,750 | 8.07 | 266 |
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