The shareholders are called to general meetings to resolve on the various aspects regarding the life of the company. Their decisions are binding. The meeting procedures and the matters on which the shareholders are required to resolve on in general meetings are established by law and in the Articles of Association.

The meeting notices may be for ordinary or extraordinary sessions, depending on the matters on which the shareholders are called to resolve.

The shareholders resolve on the following matters at ordinary general meetings:

  • appointment and revocation of Directors, statutory auditors and the independent auditors and decisions on their fees;
  • approval of the financial statements and allocation of profits;
  • personnel remuneration policies and equity-based payment plans;
  • determination of severance pay;
  • establishing a ratio higher than 1:1 (but not above 2:1) between the performance-based pay and the base salary of individual personnel.

The shareholders resolve on the following matters at extraordinary general meetings:

  • amendments to the articles of association;
  • extraordinary transactions, such as capital increases, mergers and demergers.

Ordinary general meetings are called at least once a year within 120 days of the financial year end. Shareholders with voting rights may attend general meetings provided that they have notified the company of their intention to attend as required by the applicable regulations.

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