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 Ordinary General Shareholders Meeting on May 31st, 2005, on second call, at Palacio Municipal de Congresos, Avenida de la Capital de España-Madrid, sin número, Campo de las Naciones. The number of shareholders who attended or were represented in the meeting was 70,887, holding a total of 672,191,053 shares, that represent 55.0587% of the Companys 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 Companys performance and provided an explanation of the Strategic Plan for 2005-2009. 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 the following:

Resolutions Number of shares Over the share capital attending the meeting
Approval of the Annual Financial Statements  and the Management Report of Repsol YPF, S.A. and its Consolidates Group corresponding to the fiscal year 2004.Approval of the management of the Board of Directors and of the proposal of application of its earnings.In favor614.815.84691,46
Against259.1610,04
Abstained6.780.4711,01
Information to the General Shareholders Meeting on the amendments to the Regulations of the Board of Directors.No resolutions were proposed for this item of the Agenda.
Amendment of Chapter II of Title IV (related to the Board of Directors) and of Article 40 (related to Audit); removal of Article 47 (related to resolution of disputes); and consequent re-enumeration of Articles 38 and consecutives of the Articles of Association.In favor591.033.34987,93
Against275.4280,04
Abstained1.658.8370,25
Ratification and appointment of Mr. Jorge Mercader Miró and Mr. Luís Suárez de Lezo Mantilla as Directors of the Company.Re-election of Mr. Ricardo Fornesa Ribó and Mr. Antonio Hernández-Gil Alvarez-Cienfuegos as Directors of the Company.In favor589.385.14387,68
Against1.944.2070,29
Abstained1.638.2640,24
Re-election of Deloitte, S.L. as the Accounts Auditor of Repsol YPF, S.A. and of its Consolidated Group.In favor589.114.72087,64
Against981.2180,15
Abstained2.871.6760,43
Authorisation to the Board of Directors for the derivative acquisition of shares of Repsol YPF, S.A., directly or through controlled companies.In favor591.229.985 87,96
Against74.0520,01
Abstained1.663.5770,25
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 preemptive rights.In favor578.706.87686,09
Against12.370.9831,84
Abstained1.696.3900,25
Delegation to the Board of Directors of the power to issue debentures, bonds and any other fixed rate securities of analogous nature, simples or exchangeables by issued shares of other companies, as well as promissory notes and preference shares, and to guarantee the issue of securities by companies within the Group.In favor591.068.89387,93
Against218.0300,03
Abstained1.680.6910,25
Delegation of powers to supplement, develop, execute, rectify or formalize the resolutions adopted by the General Shareholders Meeting.In favor591.343.28787,97
Against54.1160,01
Abstained1.570.2110,23

Complete text of the resolutions

 

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Last updated: 1 June 2005

Contact

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