ADLPartner

combined general meeting on 11 December 2020

PRESS RELEASE
Paris, 11 December 2020 (6:00pm)

ADLPartner: combined general meeting on 11 December 2020

• Exceptional dividend of €0.45 per share, to be paid out on 18 December
• Simplification of the governance structure and appointment of three new directors

In the changing context of the Codiv-19 epidemic and the fight to stop its spread, the combined general meeting was held today as a closed session, chaired by Mr Philippe Vigneron, ADLPartner Group Supervisory Board Chairman. The quorum was 82.6%. The shareholders, who voted by post, by email or by proxy, approved all 19 of the resolutions put forward by the Group’s Management Board.

Exceptional dividend

The general meeting decided to pay out an exceptional dividend of €0.45 per share, following the decision in June this year to not distribute an ordinary dividend for 2019 in the context of uncertainty linked to the Covid-19 epidemic. For this exceptional dividend, the ex-dividend date has been set for 16 December 2020 and it will be released for payment on 18 December 2020.

Approval of the change of governance structure

The shareholders decided to change the company’s governance structure, moving from a limited company with a management board and supervisory board to a limited company with a board of directors. This change aims to simplify the Group’s operational decision-making processes, in line with updates to its strategy and organization around six business divisions.

The resolutions concerning the resulting amendment of the Company’s bylaws, the transfer to the Board of Directors of the authorizations and delegations granted by the general meeting to the Management Board, as well as the compensation policy for the Chairman and CEO and the corporate officers, were also approved.

Appointment of the Board of Directors

The general meeting decided to appoint 11 directors (five women and six men) to the new Board of Directors for a three-year term of office through to the end of the ordinary general meeting convened in 2023 to deliberate on the accounts for the year ending 31 December 2022.

The previous members of the Management Board and Supervisory Board were reappointed as Directors, with the exception of Mr Olivier Riès, who decided to retire, and Mr Xavier Bouton and Ms Isabelle Spitzbarth, who had previously indicated their intention to stand down from their positions for personal reasons.