THE ANNUAL GENERAL MEETING APPROVES ALL THE RESOLUTIONS ON THE AGENDA
Luxembourg, June 15, 2022: The Annual General Meeting of shareholders of Global Fashion Group SA (the “Company”) which was held today in Luxembourg approved all the resolutions on the agenda. 74.78% of voting rights were represented at the General Meeting.
The Company held the Annual General Meeting by videoconference as permitted by Luxembourg law. Given the revised format, each shareholder was able to cast their vote electronically or by correspondence or proxy. Further details on the number of votes cast and the resolutions are available in the Annual General Meeting section of our website here. A complete list of resolutions passed at the Company’s Annual General Meeting can be found in Appendix A (below).
The Company is pleased to confirm the renewal of the terms of the following persons on the Supervisory Board of the Company, following the approval of their renewal by the shareholders of the Company: Cynthia Gordon, Georgi Ganev, Victor Herrero, Carol Shen and Laura Weill. The Company also acknowledges that Philipp Povel has left the Supervisory Board following the expiry of his mandate and thanks Philipp for his many contributions over the past year.
–Ends–
About the Global Fashion Group
Global Fashion Group is the leading fashion and lifestyle destination in growth markets across LATAM, CIS, SEA and ANZ. From our employees to our customers and partners, we exist to empower everyone to express themselves through fashion. Our four e-commerce platforms: dafiti, lamoda, ZALORA, and THE ICONIC connect an assortment of global, local, and unique brands to over one billion consumers from diverse cultures and lifestyles. GFG’s platforms deliver seamless and inspiring customer experiences from discovery to delivery, fueled by art and science infused with unparalleled local knowledge. Our vision is to be the premier online destination for fashion and lifestyle in growing markets, and we are committed to doing this responsibly by being people and planet positive in everything we do. . (ISIN: LU2010095458.)
For more information visit: www.global-fashion-group.com
contacts:
Media: Jovana Lakcevic, [email protected]
Investors: Jo Britten, [email protected]
Appendix A: Voting Results – Global Fashion Group SA Annual General Meeting 2022
Voices represented: 74.78% of voting rights
|
Agenda item |
Resolution |
Valid Votes |
Valid votes % (share capital) |
Yes vote |
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 the report of the approved statutory auditor on the consolidated financial statements of the Company for the financial year ended December 31, 2021 prepared in accordance with International Accounting Standards financial information as adopted by the European Union (“IFRS”) and on the Company’s annual accounts for the year ended 31 December 2021 prepared in accordance with Luxembourg generally accepted accounting principles (“Luxembourg GAAP”). |
No votes required |
||||||
|
2 |
Approval of the Company’s consolidated financial statements for the financial year ended December 31, 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 December 31, 2021. |
164 728 113 |
74.78 |
164 055 294 |
100.00 |
0 |
0.00 |
672 819 |
|
4 |
Allocation of profit for the year ended December 31, 2021. |
164 728 113 |
74.78 |
164 666 796 |
100.00 |
0 |
0.00 |
61,317 |
|
5 |
Discharge Christoph Barchewitz, member of the Management Board, for the exercise of his office during the financial year ended December 31, 2021. |
164 728 113 |
74.78 |
163 199 129 |
99.44 |
917 216 |
0.56 |
611 768 |
|
6 |
Discharge Patrick Schmidt, member of the Management Board, for the exercise of his mandate during the financial year ended December 31, 2021. |
164 728 113 |
74.78 |
163 195 605 |
99.44 |
917 216 |
0.56 |
615 292 |
|
seven |
Discharge Matthew Price, member of the Management Board, for the exercise of his mandate during the financial year ended December 31, 2021. |
164 728 113 |
74.78 |
160 484 586 |
97.79 |
3,631,759 |
2.21 |
611 768 |
|
8 |
Discharge Georgi Ganev, member of the Supervisory Board of the Company (the “Supervisory Board”), for the exercise of his mandate during the financial year ended December 31, 2021. |
164 728 113 |
74.78 |
163,009,339 |
99.38 |
1,011,421 |
0.62 |
707 353 |
|
9 |
Grant discharge to Cynthia Gordon, member of the Supervisory Board, for the exercise of her mandate during the financial year ended December 31, 2021. |
164 728 113 |
74.78 |
163,009,339 |
99.38 |
1,011,421 |
0.62 |
707 353 |
|
ten |
Grant discharge to Victor Herrero, member of the Supervisory Board, for the exercise of his mandate during the financial year ended December 31, 2021. |
164 728 113 |
74.78 |
163,009,339 |
99.38 |
1,011,421 |
0.62 |
707 353 |
|
11 |
Grant discharge to Carol Shen, member of the Supervisory Board, for the exercise of her mandate during the financial year ended December 31, 2021. |
164 728 113 |
74.78 |
163,009,339 |
99.38 |
1,011,421 |
0.62 |
707 353 |
|
12 |
Discharge Laura Weil, member of the Supervisory Board, for the exercise of her mandate during the financial year ended December 31, 2021. |
164 728 113 |
74.78 |
163,009,339 |
99.38 |
1,011,421 |
0.62 |
707 353 |
|
13 |
Grant discharge to Philipp Povel, member of the Supervisory Board, for the exercise of his mandate during the financial year ended December 31, 2021. |
164 728 113 |
74.78 |
163 005 815 |
99.37 |
1,034,679 |
0.63 |
687 619 |
|
14 |
Discharge Alexis Babeau, former member of the Supervisory Board, for the exercise of his mandate during the financial year ended December 31, 2021. |
164 728 113 |
74.78 |
163,009,339 |
99.38 |
1,011,421 |
0.62 |
707 353 |
|
15 |
Renewal of Georgi Ganev’s term of office on the Supervisory Board for a period ending at the general meeting of shareholders deciding on the discharge for the exercise of Supervisory Board mandates for the financial year ended December 31, 2024. |
164 728 113 |
74.78 |
157 900 309 |
95.86 |
6,827,538 |
4.14 |
266 |
|
16 |
Renewal of Cynthia Gordon’s term of office on the Supervisory Board for a period ending at the general meeting of shareholders deciding on the discharge from the exercise of Supervisory Board mandates for the financial year ended December 31, 2024. |
164 728 113 |
74.78 |
163 817 655 |
99.45 |
910 192 |
0.55 |
266 |
|
17 |
Renewal of Victor Herrero’s mandate on the Supervisory Board for a period ending at the general meeting of shareholders deciding on the discharge for the exercise of Supervisory Board mandates for the financial year ended December 31, 2024. |
164 728 113 |
74.78 |
153 492 715 |
93.18 |
11,235,132 |
6.82 |
266 |
|
18 |
Renewal of Carol Shen’s term of office on the Supervisory Board for a period ending at the general meeting of shareholders deciding on the discharge from the exercise of Supervisory Board mandates for the financial year ended December 31, 2024. |
164 728 113 |
74.78 |
164,647,596 |
99.95 |
80 251 |
0.05 |
266 |
|
19 |
Renewal of Laura Weil’s term of office on the Supervisory Board for a period ending at the general meeting of shareholders deciding on the discharge for the exercise of Supervisory Board mandates for the financial year ended December 31, 2024. |
164 728 113 |
74.78 |
164,647,596 |
99.95 |
80 251 |
0.05 |
266 |
|
20 |
Renewal of Ernst & Young’s mandate as independent auditor for the 2022 financial year. |
164 728 113 |
74.78 |
164 633 641 |
99.94 |
94 206 |
0.06 |
266 |
|
21 |
Presentation and advisory vote on the compensation report for the financial year ended December 31, 2021 of 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 and advisory vote on the revised compensation policy for 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, as necessary, ratification of the Supervisory Board’s compensation for the financial year ended December 31, 2022. |
164 728 113 |
74.78 |
162 073 183 |
99.43 |
936 054 |
0.57 |
1,718,876 |
|
24 |
Presentation and review of the special report of the Management Board dated May 6, 2022 relating to (i) the restatement and renewal of the current authorized capital and the modification of the authorized capital of the Company and (ii) the cancellation of the preferential right of subscription by existing shareholders when expressly provided for in the special report of the Management Board dated May 6, 2022, and amendment of Articles 6.1 and 6.2 of the Company’s Articles of Association. |
164 728 113 |
74.78 |
151,434,097 |
91.93 |
13,293,750 |
8.07 |
266 |