RESOLUTIONS OF THE 25th ORDINARY GENERAL MEETING
OF THE SHAREHOLDERS OF THE SOCIETE ANONYME
UNDER THE BUSINESS NAME
“ORGANIZATION OF FOOTBALL PROGNOSTICS S.A.” (“OPAP S.A.”, “Company”)
G.E.MI. REGISTRATION NUMBER 003823201000
OF APRIL 29, 2025
The Ordinary General Meeting of Shareholders of OPAP S.A. took place on Tuesday, April 29, 2025 at 13:00, at its headquarters in Athens, at 112 Athinon Ave. Shareholders of the Company representing 280.621.544 shares, out of a total of 358.603.478[1] shares, i.e. 78,25% of the Company's share capital, were present or represented and voted at the Meeting.
The Ordinary General Meeting of Shareholders resolved as follows:
Item 1st: Approval of the Company’s Standalone and Consolidated Financial Statements for the financial year 2024 (01/01/2024 - 31/12/2024) and submission of the relevant Board of Directors’ and Auditors’ Reports.
- Approved by majority (99,95%)
Item 4th: Approval of the overall management of the Company and discharge of the Statutory Auditors of the Company for the financial year 2024 (01/01/2024 - 31/12/2024).
- Approved by majority (99,69%)
Item 5th: Appointment of Auditing Company for the statutory audit of the Company’s Standalone and Consolidated Financial Statements and the issuance of the annual tax report for the financial year 2025 (01/01/2025 - 31/12/2025).
- Approved by majority (99,92%)
Item 6th: Appointment of Auditing Company for the assurance of the Sustainability Report for the financial year 2025 (01/01/2025 - 31/12/2025).
- Approved by majority (99,97%)
Item 7th: Approval of the distribution of Net Profits for the financial year 2024 (01/01/2024 - 31/12/2024).
- Approved by majority (99,79%) as follows:
NET PROFITS of the FINANCIAL YEAR 2024 TO BE DISTRIBUTED
|
€504,193,435
|
TOTAL EARNINGS TO BE DISTRIBUTED
|
€503,141,420
|
DISTRIBUTED INTERIM DIVIDEND PER SHARE
TOTAL DISTRIBUTED INTERIM DIVIDEND
|
€0.602852798
€216,258,638
|
REMAINING EARNINGS TO BE DISTRIBUTED
REMAINING DIVIDEND PER SHARE
|
€286,882,782
€0.80
|
TOTAL RECOMMENDED DIVIDEND PER SHARE
|
€1.402852798
|
Ex-dividend date: Wednesday 07/05/2025
Record date: Thursday 08/05/2025
Remaining Dividend Payment Date: Wednesday 14/05/2025
Item 8th: Approval of the distribution of part of the Company's Net Profits of the financial year 2024 (01/01/2024 - 31/12/2024) to Executive Members of the Board of Directors, senior management and mid-level personnel of the Company.
- Approved by majority (99,70%) the distribution of up to Euros six million seven hundred twenty-seven thousand and three (€6,727,003) to Executive Members of the Board of Directors, senior management and mid-level personnel of the Company.
Item 9th: Submission for discussion and voting of the Remuneration Report of the Board of Directors for the financial year 2024 (01/01/2024 - 31/12/2024).
- Provided advisory vote - approved by majority (97,99%)
Item 10th: Approval for the acquisition of the Company’s own shares (Share buy-back programme).
- Approved by majority (99,61%) as follows:
Maximum nominal value of shares: up to five per cent (5%) of the total paid up share capital of the Company
Duration of share buy-back programme: twenty-four (24) months from 17.06.2025 until 17.06.2027[2]
Min purchase price per share: thirty eurocents (€0.30)
Max purchase price per share: twenty-five Euros (€25)
In addition, the following reports were submitted to the General Meeting:
(i) the joint Independent Non-Executive Board Members’ report for the year 2024 in accordance with the provisions of article 9 par. 5 of law 4706/2020, and
(ii) the annual Activity Report of the Audit Committee for the year 2024 in accordance with the provisions of article 44 par. 1(i) of law 4449/2017.
The voting breakdown for each resolution is available on the Company's website: https://investors.opap.gr/ in accordance with article 133, paragraph 2 of Law 4548/2018, as in force.
OPAP S.A.
ATHENS, 29.04.2025
[1] It shall be noted that 11.459.263 own shares of the Company are not calculated both for the purposes of quorum and the voting process, pursuant to paragraph 1 of article 50 of Law 4548/2018.
[2] The existing Share buy-back programme approved by the AGM on 27/04/2023 expires on 17/06/2025.