Information regarding the General Shareholders Meeting and the resolutions - repsol.com

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Information regarding the General Shareholders Meeting and the resolutions

Repsol YPF, S.A. held its General Shareholders Meeting on April 30th, 2010, on second call, at 12:00 at Palacio Municipal de Congresos, Avenida de la Capital de España-Madrid, without number, Campo de las Naciones. The number of shareholders who attended or were represented in the meeting was 37,012, holding a total of 799,735,439 shares, that represent 63.87 % of the Company’s share capital. The Chairman and Chief Executive Officer of Repsol YPF, Mr. Antonio Brufau Niubó, after declaring the existence of quorum, informed shareholders of the Company’s most relevant events happened on the 2009 fiscal year ended, the first quarter of 2010 and on the Company’s 2010-2014 strategy. Following the presentation, a question and answer period began with the Chairman answering to shareholders queries. Once this period finished, the shareholders voted the proposals of resolution submitted by the Board of Directors concerning each of the items of the Agenda. The vote to the proposals of resolution corresponding to each of the items of the Agenda was as follows:

Resolutions Number of sharesPercentage over the share capital attending the meeting
First. Review and approval, if appropriate, of the Annual Financial Statements and the Management Report of Repsol YPF, S.A., of the Consolidated Annual Financial Statements and the Consolidated Management Report, for the fiscal year ended 31st December 2009, of the proposal of application of its earnings and of the management by the Board of Directors during said year.
1.1 Approval of the Annual Financial Statements and the Management Report of Repsol YPF, S.A., of the Consolidated Annual Financial Statements and the Consolidated Management Report, for the fiscal year ended 31st December 2009, of the proposal of application of its earnings.In favour604,291,62098.20
Against98,6090.02
Abstained10,971,7121.78
1.2  Approval of the management by the Board of Directors during fiscal year 2009.In favour596,098,12396.87
Against8,741,3051.42
Abstained10,522,5131.71
Second. Amendment of the Articles of Association.
2.1 Amendment of the first paragraph of Article 9 (Capital calls and default by the Shareholders).In favour600,008,84697.50
Against98,3580.02
Abstained15,254,7372.48

2.2 Amendment of Article 12.bis (Preferential subscription right).

In favour599,694,119 97.45
Against413,6790.07
Abstained15,254,1432.48
2.3 Amendment of the first paragraph of Article 22 (Special resolutions, constitution and majorities).In favour599,960,36997.50
Against143,4160.02
Abstained15,258,1562.48
Third. Amendment of the Regulations of the General Shareholders Meeting.
3.1 1 Amendment of paragraph 3.5 of Article 3 (Powers of the shareholders’ meeting).In favour599,880,05797.48
Against176,1150.03
Abstained15,305,7692.49
3.2 Amendment of paragraph 9.2 of Article 9 (Shareholders’ meeting quorum).In favour599,984,15997.50
Against131,1950.02
Abstained15,246,5872.48
Fourth. Appointment, ratification or re-election of Directors.
4.1 Re-election as Director of Ms. Paulina Beato Blanco.In favour602,026,41697.83
Against156,9350.03
Abstained13,178,5902.14
4.2 Re-election as Director of Mr. Artur Carulla Font.In favour595,416,57896.76
Against7,240,4411.18
Abstained12,704,9222.06
4.3 Re-election as Director of Mr. Javier Echenique Landiríbar.In favour601,633,09597.77
Against2,491,0370.40
Abstained11,237,8091.83
4.4 Re-election as Director of Pemex Internacional España, S.A.In favour597,174,00397.04
Against6,246,2451.02
Abstained11,941,6931.94
4.5 Re-election as Director of Mr. Henri Philippe Reichstul.In favour604,012,04898.16
Against148,0750.02
Abstained11,201,8181.82
Fifth. Appointment of the Accounts Auditor of Repsol YPF, S.A. and of its Consolidated Group for the year 2010.In favour602,410,16397.89
Against2,507,3340.41
Abstained10,444,4441.70
Sixth. Authorization to the Board of Directors, with express power of delegation, for the derivative acquisition of shares of Repsol YPF, S.A., directly or through controlled companies, within a period of 5 years from the resolution of the Shareholders’ Meeting, leaving without effect the authorization granted by the Ordinary General Shareholders’ Meeting held on May 14th, 2009.In favour594,579,63596.62
Against9,602,8381.56
Abstained11,179,4681.82
Seventh. Delegation to the Board of Directors of the power to resolve the increase of the capital stock, up to the maximum amount legally prescribed, with the possibility of excluding the pre-emptive rights, leaving without effect, in the portion not used, the resolution of the General Shareholders’ Meeting held on May 31, 2005.In favour570,986,71692.79
Against27,82,4194.45
Abstained16,992,8062.76
Eighth. Delegation of powers to supplement, develop, execute, rectify and formalize the resolutions adopted by the General Shareholders' Meeting.In favour602,821,14897.96
Against2,637,1370.43
Abstained9,903,6561.61

Full text of resolutions (PDF 101 Kb)

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Last updated: 30 April 2009

Contact

Shareholders' Information Office 900 100 100
Paseo de la Castellana 278-280
28046 Madrid (Spain)
infoaccionistas@repsol.com