Tag Archives: statutory auditor

Digi Communications N.V. 2022 Annual Financial Report released

BUCHAREST, Romania, 5-Jul-2023 — /EPR FINANCIAL NEWS/ — Digi Communications N.V. (The Company) informs the shareholders and investors that the Annual Financial Report for the year ended December 31, 2022 is available starting with 5 July 2023 on the Company’s website (www.digi-communications.ro), under the section Investor Relations.

For additional information, please contact us at investor.relations@digi-communications.ro.

About Digi Communications NV

We are a European leader in geographically-focused telecommunication solutions, based on the number of revenue generating units (“RGUs”) and a leading provider of telecommunication services in Romania and Spain, with a presence also in Italy and Portugal.

SOURCE: EuropaWire

Digi Communications N.V will publish its Financial Statements on July, 7, 2023

BUCHAREST, Romania, 29-Jun-2023 — /EPR FINANCIAL NEWS/ — Digi Communications N.V. (The Company) has announced that the Company’s Statutory Auditor informed the Company of an up-date regarding the date when the auditor’s opinion will be available, so that the Company can publish its statutory consolidated and stand-alone financial statements prepared in accordance with International Financial Reporting Standards (“IFRS”) as adopted by the European Union (“EU”) and Part 9 of book 2 of the Dutch civil code (“Financial Statements”).

The newly estimated date for publishing the Company’s Financial Statements is July, 7, 2023.

The General Meeting of Shareholders will be held after the publication of the Financial Statements, with the due observance of the minimum period of time necessary to inform the Company’s shareholders.

The new 2023 Financial Calendar is available on the official website at: https://www.digi-communications.ro/en/investor-relations/shares/financial-calendar

About Digi Communications NV

We are a European leader in geographically-focused telecommunication solutions, based on the number of revenue generating units (“RGUs”) and a leading provider of telecommunication services in Romania and Spain, with a presence also in Italy and Portugal.

SOURCE: EuropaWire

Digi Communications N.V. held its general shareholders meeting on 28 December 2022 in Amsterdam, The Netherlands

BUCHAREST, Romania, 28-Dec-2022 — /EPR FINANCIAL NEWS/ — Digi Communications N.V. (The Company) would like to inform the market and its investors that today, Tuesday, 28 December 2022, at 2:00 PM CET, at the offices of Freshfields Bruckhaus Deringer LLP, Strawinskylaan 10, 1077 XZ Amsterdam, the Netherlands, took place the Company’s general shareholders’ meeting (the GSM) with respect to which the Company informed its shareholders and the market through the Convocation notice released on 16 November 2022 (the Convocation Notice). The GSM was attended – either in person or by representative – by shareholders representing 76.85% of the total number of shares with voting rights, respectively 73,009,486 shares.

Following the debates, the GSM has adopted the following decisions regarding the points included on the agenda, in accordance with the Convocation Notice:

  1. The Annual Report of the Company for 2021 (item 2 from the Convocation Notice):
    c. Adoption of the 2021 Annual Accounts;
    d. Approval of dividend distribution that was declared and paid as an interim dividend distribution as per Board Resolution from 1 September 2022;
    e. Release from liability of the members of Board of Directors.
    The investors and the market were informed of the 2021 financial results by the publication of the 2021 annual report on 16 November 2022.
  2. Remuneration Report for 2021
    The general meeting approved by an advisory vote the Remuneration Report for 2021 made public on the Company’s website. The Remuneration Report for 2021 is construed according to the provisions of EU Directive 828/2017 as implemented in The Netherlands.
  3. Appointment of KPMG NV as Statutory Auditor of the Company
  4. Designation of the Board of Directors as the competent body to repurchase own Class B Shares – based on this approval, the Board of Directors shall have the authority to acquire class B shares through purchases effected on the stock exchange, for the purposes of being granted to statutory executive directors, managers and employees of the group under the various stock option plans approved or to be approved by the Company, in accordance with the applicable legal provisions, for a period of 12 months from the date of the AGM (i.e., up to and including 28 December 2023).
    The authority of the Board of Directors shall be limited to a maximum of up to 10% of the issued class B share capital at the close of trading on the Regulated Spot Market of the Bucharest Stock Exchange on the date of the AGM, 28 December 2022. The maximum purchase price per class B share shall at no times be higher than the higher of the price of the last independent trade and the highest current independent purchase bid on the Regulated Spot Market of the Bucharest Stock Exchange. The purchases will not exceed, on any trading day more than 25 % of the average daily volume of the shares on the Regulated Spot Market of the Bucharest Stock Exchange on which the purchase is carried out, as defined in article 3 para. (3) from Regulation (EU) 2016/1052 of 8 March 2016.
    The Board of Directors intends to appoint an independent specialized trading / brokerage firm to execute any such buy-back.
  5. Approval of award of stock options to an executive director
    The Board of Directors is authorized to decide upon the award stock options to acquire class B shares in the capital of the Company to an executive director subject to the criteria of the Company’s Share Option Plan (the details of which can be found on the Company’s corporate website www.digi-communications.ro).

The voting results of the GSM, as well as other relevant information on the GSM and the related documents are available on the Company’s website at the section dedicated to the GSM:
https://www.digi-communications.ro/en/corporate/general-share-holders/digi-communications-n-v-gsm-2022/gsm-documents-5

The 2021 approved Annual Report can be consulted by accessing the Company’s website https://www.digi-communications.ro/en/see-file/2021-Annual-Report.pdf

About Digi Communications N.V.

We are a European leader in geographically-focused telecommunication solutions, based on the number of revenue generating units (“RGUs”) and a leading provider of telecommunication services in Romania and Spain, with a presence also in Italy and Portugal.

SOURCE: EuropaWire

Digi Communications N.V. EGM appointed KPMG N.V. as statutory auditor for FY 2021

BUCHAREST, Romania, 4-Nov-2021— /EuropaWire/ — Digi Communications N.V. (The Company) would like to inform the market and its investors that today, Thursday, 4 November 2021, at 12:00 PM CET, at the offices of Freshfields Bruckhaus Deringer LLP, Strawinskylaan 10, 1077 XZ Amsterdam, the Netherlands, took place the Company’s extraordinary general meeting (the EGM) with respect to which the Company informed its shareholders and the market through the Convocation notice released on 23 September 2021 (the Convocation Notice).

The EGM was attended by shareholders representing 74.61% of the total number of shares with voting rights, respectively 70,843,023 shares.

Following the debates, the EGM has adopted the following decision regarding the point included on the agenda, in accordance with the Convocation Notice:

  • Appointment of Statutory Auditor – KPMG N.V. as statutory auditor for the 2021 financial year.

The voting results of the EGM, as well as other relevant information on the EGM and the related documents are available on the Company’s website at the section dedicated to the EGM: digi-communications.ro/en/corporate/general-share-holders/digi-communications-n-v-egm-2021

SOURCE: EuropaWire

Digi Communications N.V. to hold EGM for the appointment of KPMG N.V. as its Statutory Auditor for FY2021

BUCHAREST, Romania, 23-Sep-2021 — /EPR FINANCIAL NEWS/ — Digi Communications N.V. (The Company) would like to inform the market and its investors that today, 23 September 2021, the Board of Directors of the Company convenes the extraordinary general meeting of shareholders (the “EGM”) of the Company (Digi Communications N.V.), to be held on Thursday, 4 November 2021 at 12:00 p.m. CET (13:00 p.m. EET), at the offices of Freshfields Bruckhaus Deringer LLP (Amsterdam office), Strawinskylaan 10, 1077 XZ Amsterdam, The Netherlands.

The EGM is convened in order to appoint KPMG N.V. as the Company’s Statutory Auditor for the financial year 2021, replacing the Company’s former statutory auditor (i.e., Ernst & Young Accountants LLP) that was appointed by the annual general meeting of 18 May 2021. This proposal follows Ernst & Young Accountants LLP’s decision to cease their services due to reasons not related to the Company.

Ernst & Young Accountants LLP’s notification occurred outside of the typical financial reporting cycle and, as a result, the Company expects to be late with the issuance of 2021 statutory audited financial statements, also for reasons related to standard audit procedures and inherent processes and requirements related to onboarding of new clients by an audit firm.

On or before 31 July 2022, the Company estimates that it will publish the audited statutory consolidated and stand-alone financial statements issued in accordance with Dutch accounting standards applicable to our Company (i.e., IFRS as adopted by the European Union and Part 9 of book 2 of the Dutch civil code). The annual General Shareholders Meeting to, inter alia, approve the statutory consolidated and stand-alone financial statements will then only be convened upon publication of the same.

Nevertheless, the Company will disclose to the market the relevant management information, including management accounts on 30 April, 2022. Therefore, the Company will publish the 2021 annual report accompanied by audited non-statutory consolidated financial statements issued in accordance with International Financial Reporting Standards (“IFRS”) as adopted by the European Union.

The topic of the EGM is the proposal of KPMG N.V. as the Company’s statutory auditor for the 2021 financial year.

We kindly invite investors to visit the Company’s website at http://www.digi-communications.ro/en/general-share-holders (for English readers) and at http://www.digi-communications.ro/ro/aga (for Romanian readers) to review the documentation package for the EGM.

The document named ‘Agenda and explanatory notes’ contains a detailed description regarding the item for the EGM.

Any shareholder interested in attending or voting at the EGM needs to follow the procedures set out in the articles of association of the Company (available at http://www.digi-communications.ro/en/corporate-governance) and on the ‘Convocation Notice’ available at http://www.digi-communications.ro/en/general-share-holders). The shareholders will also be provided with the possibility to cast their votes via Evote by ING (please see the convening notice attached this report).

SOURCE: EuropaWire