AGM 2020 FAQs

ANNUAL GENERAL MEETING

Why is this year’s AGM being held online?

This year’s AGM is being held online to safeguard our shareholders’ wellbeing in the context of the Covid-19 pandemic. The organisation of a virtual Annual General Meeting is permitted by Legal Notice 288, which was published in July 2020.

Can I still vote in the AGM?

Yes, you can still vote by filling in the proxy form sent in the pack together with the annual report and indicating your voting preferences on the 5 listed resolutions OR authorising the Chairman to vote as he wishes. Remember that any resolution which is left unmarked will be treated as an abstention.

Once you fill in the form, you may send it to the Company in the self-addressed envelope enclosed in the pack OR via email on info@maltairport.com. In either case, the proxy form must reach the Company at least 48 hours before the Annual General Meeting.

I have lost my password. What can I do?

If you have lost your password, please call our shareholders’ direct line +356 2369 6600 and one of our team members will assist you.

RESOLUTIONS

Why is the directors’ remuneration being increased from €465,975 to €989,160 at a time when the Company is implementing cost-cutting measures?

The increase in directors’ aggregate remuneration is being proposed in line with the requirements of the European Union’s new Shareholders’ Rights Directive, which gives shareholders additional rights whilst obliging companies to be more transparent in relation to their directors’ pay. This Directive was transposed into national law through a series of amendments to the Listing Rules made by the local Listing Authority.

The proposed ceiling of €989,160 does not translate into a higher remuneration being paid to directors, but will allow the Company to:

  • start reporting the emoluments paid to the CEO in his capacity of Executive Director (which were previously not included in this cap), as part of the aggregate Directors’ remuneration and as approved by shareholders; and
  • make provisions for any possible increases the Company may have to make in future in reaction to market conditions, thus allowing for more long-term planning.

What does the ordinary resolution ‘Annual Report’ on the proxy form exactly entail?

While more information and detailed explanations on the resolutions may be found in the documents accompanying the proxy form, the resolution ‘Annual Report’ proposes that this publication is made available online instead of being mailed to each and every shareholder, unless a shareholder specifically requests that this publication is mailed to them. The envisaged benefits of this resolution are both financial – given that the Company incurs a significant cost in printing and mailing its annual report – and environmental.

What does the special business item ‘Amendments to the M&A’ entail?

The Memorandum and Articles of Understanding (M&A) of the Company would need to be amended in order to allow for and reflect the changes being proposed to the directors’ aggregate remuneration and the publication of the annual report.

SHAREHOLDER DIVIDEND

Why was shareholder dividend not paid this year?

The Covid-19 pandemic has impacted the Company’s aviation and non-aviation activities adversely and, consequently, the Company’s ability to generate revenue. In order to maintain financial stability during these difficult times, the Company implemented a cost-cutting and liquidity preservation programme, which included:

  • the withholding of shareholder dividend,
  • a reduction in the remuneration of MIA leadership – namely Directors, the CEO and the CFO – management and employees, and
  • the immediate suspension of all non-essential projects.

Details of this programme were communicated in Company Announcement 324/2020.

Why were shareholders not informed of the Company’s decision to withhold shareholder dividend?

The Company publicly announced its decision to withhold shareholder dividend, due to the negative implications of the Covid-19 pandemic on the business, through the publication of Company Announcement 324/2020 on the Malta Stock Exchange, as well as the Company’s website maltairport.com.

Will shareholder dividend be paid next year?

Given the current uncertainty, Malta International Airport believes that it would not be prudent to provide the market with any projections for 2021.