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Global Fashion Group S.A., LU2010095458

Global Fashion Group S.A., LU2010095458

26.06.2020 - 13:18:12

Global Fashion Group S.A.: ANNUAL GENERAL MEETING APPROVES ALL RESOLUTIONS ON THE AGENDA

A comprehensive list of the resolutions passed at the Company's Annual General Meeting can be found in Annex A (below). About Global Fashion Group Global Fashion Group is the leading fashion and lifestyle retail destination in Asia Pacific, Latin America and CIS. We connect over 10,000 global, local and own brands to a market of more than one billion consumers through four established e-commerce platforms: THE ICONIC, ZALORA, dafiti and lamoda. Through an inspiring and seamless customer experience enabled by our own technology ecosystem and operational infrastructure, we are dedicated to being the #1 fashion and lifestyle destination in our markets. With 17 offices and 10 fulfilment centres across four continents, GFG proudly employs a dynamic and diverse team with deep local knowledge and expertise. In 2019, GFG delivered over 34.6 million orders to 13.1 million Active Customers. (ISIN: LU2010095458.) For more information visit: www.global-fashion-group.comContacts:Media: Jovana Lakcevic, press@global-fashion-group.comInvestors: Adam Kay, investors@global-fashion-group.comAnnex A   Agenda Item Valid votes Valid votes % (share capital) Yes votes Yes votes in % No votes No votes in % Abstentions Presentation of the combined consolidated management report of the management board of the Company (the "Management Board") and of the report of the independent auditor (réviseur d'entreprises agréé) on the Company's consolidated accounts for the financial year ended 31 December 2019 prepared in accordance with the International Financial Reporting Standards as adopted by the European Union ("IFRS") and on the Company's annual accounts for the financial year ended 31 December 2019 prepared in accordance with IFRS No voting required Approval of the Company's consolidated accounts for the financial year ended 31 December 2019 161,154,045 75.01 160,456,066 99.64 573,703 0.36 124,276 Approval of the Company's annual accounts for the financial year ended 31 December 2019 161,154,045 75.01 160,456,066 99.64 573,703 0.36 124,276 Allocation of results for the financial year ended 31 December 2019 161,154,045 75.01 160,456,066 99.64 573,703 0.36 124,276 Granting of discharge to Christoph Barchewitz, member of the Management Board, for the exercise of his mandate and the exercise of his mandate as a former member of the board of directors of the Company during the financial year ended 31 December 2019 161,154,045 75.01 159,134,621 98.82 1,895,148 1.18 124,276 Granting of discharge to Patrick Schmidt, member of the Management Board, for the exercise of his mandate and the exercise of his mandate as a former member of the board of directors of the Company during the financial year ended 31 December 2019 161,154,045 75.01 159,134,621 98.82 1,895,148 1.18 124,276 Granting of discharge to Matthew Price, member of the Management Board, for the exercise of his mandate during the financial year ended 31 December 2019 161,154,045 75.01 159,134,621 98.82 1,895,148 1.18 124,276 Granting of discharge to Oliver Samwer, former member of the board of directors of the Company, for the exercise of his mandate during the financial year ended 31 December 2019 161,154,045 75.01 159,134,621 98.82 1,895,148 1.18 124,276 Granting of discharge to Christian Senitz, former member of the board of directors of the Company, for the exercise of his mandate during the financial year ended 31 December 2019 161,154,045 75.01 159,134,621 98.82 1,895,148 1.18 124,276 Granting of discharge to Daniel Shinar, former member of the board of directors of the Company, for the exercise of his mandate during the financial year ended 31 December 2019 161,154,045 75.01 159,134,621 98.82 1,895,148 1.18 124,276 Granting of discharge to Christian Winter, former member of the board of directors of the Company, for the exercise of his mandate during the financial year ended 31 December 2019 161,154,045 82.86 148,818,836 98.74 1,895,148 1.26 10,440,061 Granting of discharge to Raphael Thiolon, former member of the board of directors of the Company, for the exercise of his mandate during the financial year ended 31 December 2019 161,154,045 75.01 159,134,621 98.82 1,895,148 1.18 124,276 Granting of discharge to Won-Suck Song, former member of the board of directors of the Company, for the exercise of his mandate during the financial year ended 31 December 2019 161,154,045 75.01 159,134,621 98.82 1,895,148 1.18 124,276 Granting of discharge to Alexis Babeau, member of the supervisory board of the Company (the "Supervisory Board"), for the exercise of his mandate and the exercise of his mandate as a former member of the board of directors of the Company during the financial year ended 31 December 2019 161,154,045 75.01 159,134,621 98.82 1,895,148 1.18 124,276 Granting of discharge to Georgi Ganev, member of the Supervisory Board, for the exercise of his mandate and the exercise of his mandate as a former member of the board of directors of the Company during the financial year ended 31 December 2019 161,154,045 75.01 159,134,621 98.82 1,895,148 1.18 124,276 Granting of discharge to Cynthia Gordon, member of the Supervisory Board, for the exercise of her mandate and the exercise of her mandate as a former member of the board of directors of the Company during the financial year ended 31 December 2019 161,154,045 75.01 159,134,621 98.82 1,895,148 1.18 124,276 Granting of discharge to Victor Herrero, member of the Supervisory Board, for the exercise of his mandate and the exercise of his mandate as a former member of the board of directors of the Company during the financial year ended 31 December 2019 161,154,045 75.01 159,134,621 98.82 1,895,148 1.18 124,276 Granting of discharge to Carol Shen, member of the Supervisory Board, for the exercise of her mandate during the financial year ended 31 December 2019 161,154,045 75.01 159,134,621 98.82 1,895,148 1.18 124,276 Granting of discharge to Laura Weil, member of the Supervisory Board, for the exercise of her mandate during the financial year ended 31 December 2019 161,154,045 75.01 159,134,621 98.82 1,895,148 1.18 124,276 Renewal of the appointment of Ernst & Young as independent auditor for the financial year 2020 161,154,045 75.01 160,456,066 99.64 573,703 0.36 124,276 Approval and, to the extent necessary, ratification of the remuneration of the Supervisory Board for the financial year 2020 161,154,045 75.01 160,456,066 99.64 573,703 0.36 124,276 Presentation of and advisory vote on the remuneration policy for the members of the Management Board and the Supervisory Board 161,154,045 75.01 156,271,585 97.05 4,758,184 2.95 124,276 Presentation of and advisory vote on the remuneration report for the members of the Management Board and the Supervisory Board in the financial year 2019 161,154,045 75.01 156,271,585 97.05 4,758,184 2.95 124,276 Decision to decrease the issued share capital of the Company by an amount of two hundred thousand five hundred forty-five euro and sixty-one cents (EUR 200,545.61) in order to bring it from its current amount of two million one hundred forty-eight thousand four hundred eighteen euro and twenty-seven cents (EUR 2,148,418.27) down to an amount of one million nine hundred forty-seven thousand eight hundred seventy-two euro and sixty-six cents (EUR 1,947,872.66), by way of redemption and cancellation of twenty million fifty-four thousand five hundred sixty-one (20,054,561) common shares held by the Company and amendment of article 5.1 of the articles of association of the Company 161,154,045 75.01 160,456,066 99.64 573,703 0.36 124,276 Acknowledgment of the special report of the Management Board with respect to (i) the amendment and renewal of the authorised capital of the Company and (ii) the waiver of the preferential subscription right of the existing shareholders where provided therefore in the special report, and amendment of article 6.2 of the articles of association of the Company 161,154,045 75.01 157,593,030 97.87 3,436,739 2.13 124,276 Insertion of a new article 10.8 in the articles of association of the Company which shall read as follows: "10.8 Shareholders may be authorised to participate in a general meeting of shareholders by electronic means, ensuring, notably, any or all of the following forms of participation: (a) a real-time transmission of the general meeting; (b) a realtime two-way communication enabling shareholders to address the general meeting of shareholders from a remote location; and (c) a mechanism for casting votes, whether before or during the general meeting of shareholders, without the need to appoint a proxy who is physically present at the meeting. Any shareholder which participates in a meeting through such means shall be deemed to be present at the place of the meeting for the purposes of the quorum and majority requirements. The use of electronic means allowing shareholders to take part in a meeting may be subject only to such requirements as are necessary to ensure the identification of shareholders and the security of the electronic communication, and only to the extent that they are proportionate to achieving that objective" 161,154,045 75.01 160,456,066 99.64 573,703 0.36 124,276  

26.06.2020 The DGAP Distribution Services include Regulatory Announcements, Financial/Corporate News and Press Releases. Archive at www.dgap.de

Language: English Company: Global Fashion Group S.A. 5, Heienhaff L-1736 Senningerberg

Luxemburg Phone: +352 691 20 56 54 E-mail: investorrelations@global-fashion-group.com Internet: https://global-fashion-group.com ISIN: LU2010095458 WKN: A2PLUG Listed: Regulated Market in Frankfurt (Prime Standard); Regulated Unofficial Market in Dusseldorf, Tradegate Exchange; Luxembourg Stock Exchange   End of News DGAP News Service

1079977  26.06.2020 

@ dgap.de