EXOR N.V. (“Exor” or the “Company”) announces that all the resolutions proposed by the Board of Directors to the Annual General Meeting of Shareholders (the “AGM”) held in Amsterdam were approved.
The AGM adopted Exor’s 2022 annual accounts, expressed a positive advice with respect to the 2022 remuneration report and approved the Company’s amended remuneration policy. A dividend distribution of €0.44 per outstanding share has been approved, for a total of approximately €100 million. The dividend will become payable on 6 June 2023 (ex-dividend date 2 June 2023) and will be paid to the shareholders of record as of 5 June 2023 (record date).
John Elkann was reappointed as executive director; Nitin Nohria was appointed as Senior non-executive director, while Sandra Dembeck and Tiberto Ruy Brandolini d’Adda were appointed non-executive directors: their curriculum vitae are attached hereto. Marc Bolland, Melissa Bethell, Laurence Debroux, Axel Dumas, Ginevra Elkann and Alessandro Nasi were also reappointed as non-executive directors. As previously announced, Mr. Andrea Agnelli has stepped down as of today from the Exor Board.
The AGM also authorized the Board of Directors to repurchase the Company’s shares on the market up to a maximum number of shares equal to 10% of the Company’s issued common shares and for 18 months from today, all in accordance with Dutch law and by the Company’s Articles of Association. The AGM further authorized the Board of Directors to cancel any ordinary shares held, or to be held, as treasury stock, in order to optimise the capital structure of the Company and to create more flexibility to manage its capital.
The general meeting granted discharge to the directors from all liability in relation to the exercise of their duties in the financial year 2022. Finally, Deloitte Accountants B.V. was appointed as independent external auditor charged with the auditing of the annual accounts for the financial year 2024.
The voting results will be available on Exor’s website (www.exor.com) in the next few days.
Following the AGM, Nitin Nohria is appointed Chairman of the Company and the composition of the committees is as follows:
Audit Committee: Laurence Debroux (Chair), Marc Bolland, Sandra Dembeck and Nitin Nohria.
Compensation and Nominating Committee: Marc Bolland (Chair), Axel Dumas and Nitin Nohria.
ESG Committee: Nitin Nohria (Chair), Melissa Bethell and Laurence Debroux.