Vassiliko Cement is preparing to hold an Extraordinary General Meeting (EGM) for its shareholders on April 2, 2026. The meeting will take place at 10.00 a.m. at the company’s plant offices in Vassiliko, as outlined in a notice from the company. The agenda will focus on proposed amendments to the company’s constitutional documents.
- Should this proposal receive approval from shareholders, Vassiliko Cement will then apply to the District Court of Nicosia to formalise the amendment.
- If this amendment is accepted, existing Regulations 46 to 140 will be renumbered as new Regulations 47 to 141 accordingly.
- In cases where a poll is required, it will be conducted according to the method determined by the chairman. The results of the poll will be recognised as the official resolution of the meeting.
Extraordinary general: Proposed Amendments to Constitutional Documents
During the EGM, shareholders will be asked to review and potentially approve two special resolutions aimed at amending the company’s Memorandum and Articles of Association. These resolutions are a translation of the original Greek text, which will also be presented at the meeting.
Changes to the Memorandum of Association
The first resolution proposes an amendment to the Memorandum of Association. This change seeks to replace the current sub-paragraph concerning capital management with a broader mandate. If adopted, the revision would allow the company to invest surplus funds that are not immediately required for business operations in ways determined by the board.
Should this proposal receive approval from shareholders, Vassiliko Cement will then apply to the District Court of Nicosia to formalise the amendment.
New Regulation on Share Purchases
The second resolution concerns an amendment to the Articles of Association, introducing a new Regulation 46. This regulation pertains to the company’s ability to purchase and acquire its own shares, including redeemable shares. The proposed text states: “PURCHASE OF OWN SHARES. 46. Subject to the provisions of the Law, the Company may purchase and acquire any of its own shares (including any redeemable shares).”
If this amendment is accepted, existing Regulations 46 to 140 will be renumbered as new Regulations 47 to 141 accordingly.
Participation and Voting Rights
Participation in the Extraordinary General Meeting will be restricted to shareholders recorded in the company’s Register of Members by the cut-off date of March 30, 2026. Each ordinary share grants one voting right at the meeting.
It is essential to note that any transactions occurring on or after March 27, 2026, will not be considered when determining eligibility for voting rights. Shareholders wishing to attend and vote can appoint a proxy to represent them, and this proxy does not need to be a member of the company.
Proxy Voting Instructions
For shareholders who would like to instruct their proxy on how to vote, it is advised to indicate these instructions in the appropriate sections on the proxy form. This form can be found on the company’s website in the Investor Relations section.
Completed proxy forms should be submitted to the registered office of Vassiliko Cement at least 24 hours before the scheduled start of the meeting. Shareholders who are companies or other legal entities must ensure that the proxy form includes their company name and is signed by authorised representatives.
Identification Requirements for Attendees
All shareholders and their proxies attending the meeting are requested to bring an identity card or another form of identification. Legal entities that hold shares may appoint a representative through a resolution from their directors or governing body, and such representatives will have the same voting rights as the corporate shareholders they represent.
Voting Procedure and Polling
Voting at the EGM will typically occur through a show of hands. However, a poll can be requested either before or after the results of the show of hands are announced. A poll may be demanded by the chairman, a minimum of three members present, or by members representing at least one-tenth of the total voting rights.
In cases where a poll is required, it will be conducted according to the method determined by the chairman. The results of the poll will be recognised as the official resolution of the meeting.
Engagement with Shareholders
Shareholders are encouraged to engage with the board by asking questions regarding the items on the agenda, in line with Article 128C of the Cyprus Companies Law, Cap. 113. The board of directors is committed to responding to these queries while ensuring reasonable measures are taken to confirm the identity of shareholders.
Current Financial Standing
As of March 8, 2026, Vassiliko Cement Works Public Company Ltd has an issued share capital of €30,932,457, divided among 71,935,947 ordinary shares, each with a nominal value of €0.43. This financial data highlights the scale and operational capacity of the company as it prepares for the upcoming EGM.
