Verallia: General Meeting of May 11, 2022


PARIS–(BUSINESS WIRE)–Regulatory news:

Verallia (Paris:VRLA):

– Separation of the functions of Chairman of the Board of Directors and Chief Executive Officer

– Michel Giannuzzi continues to serve as Chairman of the Board of Directors

– Patrice Lucas becomes Managing Director and joins the Board of Directors as a Director

– Appointment of Didier Debrosse as independent director

– Appointment of Beatriz Peinado Vallejo as director representing employee shareholders

– Dividend of €1.05, payable on May 23, 2022

The Combined General Meeting of Company shareholders was held today under the chairmanship of Michel Giannuzzi, Chairman and Chief Executive Officer, and in the presence of Nathalie Delbreuve, Group Chief Financial Officer, Cécile Tandeau de Marsac, Chairman of the Compensation Committee. , Wendy Kool-Foulon, Group Legal Director and Secretary of the Board of Directors, and the Company’s statutory auditors.

The companies Brasil Warrant Administração de Bens e Empresas SA and Bpifrance Participations, designated among the shareholders with the greatest number of voting rights on the date of the meeting, acted as scrutineers.

With a quorum of 76.9%, the General Meeting notably:

– approved the parent company and consolidated financial statements for the year ended December 31, 2021;

– approved the distribution of a dividend of €1.05 per share, payable entirely in cash; this dividend will be detached on May 19, 2022 and paid on May 23, 2022;

– appointed Patrice Lucas as director and Didier Debrosse as independent director, each for a term of four years;

– appointed, for a term of four years, as director representing employee shareholders;

– approved the compensation paid or awarded for the 2021 financial year to the corporate officers, as well as the compensation policy for the corporate officers for the 2022 financial year;

– renewed the authorization given to the Company to buy back its own shares and the delegations of authority and financial authorizations granted to the Board of Directors; and

– approved the amendment to the Company’s Articles of Association in order to provide for the principle of the staggered renewal of terms of office within the Board of Directors.

At the end of the General Meeting, Michel Giannuzzi ceased to exercise the functions of Chief Executive Officer of the Company, in accordance with his announced intention to retire on December 6, 2021, and in order to apply best practices of governance. Michel Giannuzzi retains his position as Chairman of the Board of Directors and Patrice Lucas, who joined the Group on February 1, 2022 as Deputy Chief Executive Officer, is appointed Chief Executive Officer and joins the Board of Directors as a director.

The Board of Directors now has thirteen members, including five independent directors, two directors representing employees and one director representing employee shareholders. On the recommendation of the Appointments Committee, the Board of Directors has decided that the composition of the Board Committees is now as follows:

Audit Committee: Marie-José Donsion (Chairman), Brasil Warrant Administração de Bens e Empresas SA (represented by Marcia Freitas) and Didier Debrosse;

Compensation Committee: Cécile Tandeau de Marsac (Chairwoman), BW Gestão de Investimentos Ltda. (represented by João Salles), Marie-José Donsion, Dieter Müller and Pierre Vareille;

Nominations Committee: Cécile Tandeau de Marsac (Chairwoman), BW Gestão de Investimentos Ltda. (represented by João Salles), Virginie Hélias and Pierre Vareille;

Sustainability Committee: Virginie Hélias (Chairwoman), Bpifrance Investissement (represented by Sébastien Moynot), Michel Giannuzzi, Xavier Massol and Beatriz Peinado Vallejo; and

Strategic Committee: Pierre Vareille (Chairman), BW Gestão de Investimentos Ltda. (represented by João Salles), Didier Debrosse and Michel Giannuzzi.

At the conclusion of the General Meeting, Michel Giannuzzi, Chairman of the Board of Directors, declared: “These years as Chairman and CEO have been exciting and intense. The strong profitable growth was recognized by Verallia’s IPO on the Euronext Paris market in 2019. Verallia now has an inspiring raison d’être, experienced teams and is very well positioned to pursue its profitable growth strategy, while by accelerating its investments in sustainable development. I am delighted to open a new chapter in the history of our Group, alongside Patrice Lucas.

Patrice Lucas, the Group’s new CEO, said: “I would like to thank the shareholders and the Board of Directors for the confidence they place in me by appointing me Chief Executive Officer of Verallia, one of the world leaders in its industry. I am convinced that the Group, made up of committed teams, at the service of operational, financial and environmental performance, has all the assets to pursue the strategy initiated by Michel Giannuzzi and continue this strong momentum welcomed by all stakeholders..”

The presentation and the retransmission of the General Assembly, as well as the detailed results of the votes by resolution, are available on the website www.verallia.comin the Investors section, Regulated information section, sub-section AGM 2022.

Financial Calendar

  • July 27, 2022: H1 2022 results – Press release after the stock market has closed and conference call/presentation the next day at 9 a.m. CET.
  • October 19, 2022: Financial performance Q3 2022 – Press release after the stock market has closed and conference call/presentation the next day at 9 a.m. CET.

About Veralia – At Verallia, our goal is to reinvent glass for a sustainable future. We want to redefine the way glass is produced, reused and recycled, to make it the most sustainable packaging material in the world. We work together with our customers, suppliers and other partners across the value chain to develop new healthy and sustainable solutions for everyone.

With approximately 10,000 people and 32 glass production sites in 11 countries, we are Europe’s leading producer and the world’s third largest producer of glass food and beverage containers, providing innovative, customized and environmentally friendly solutions. to more than 10,000 companies worldwide.

Verallia produced more than 16 billion bottles and jars and achieved a turnover of 2.7 billion euros in 2021. Verallia is listed on compartment A of the Euronext Paris stock exchange (Ticker: VRLA – ISIN: FR0013447729) and belongs to the SBF 120, CAC Mid 60, CAC Mid & Small and CAC All-Tradable.

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