June 6, 2008 By decision of the Company's Board of Directors and in accordance with the provisions of law and the Company's Articles of Association, the Company's shareholders are invited to the Annual Ordinary General Meeting to be held in Athens, on Monday 30th June 2008, at 11:30 am, at PARK Hotel - 10, Alexandras avenue.
In the event that the required quorum for all or part of the issues of the agenda is not met, the Board of Directors by virtue of the present invitation invites the shareholders to the 1st Repeat General Meeting, on Monday, 14th July 2008, at 11:30 am in Athens, at PARK Hotel - 10, Alexandras avenue.
AGENDA
1. Submission and approval of the annual financial statements, both corporate and consolidated, for the year 2007 as well as of the relevant reports of the Board of Directors and the Certified Auditors. Discharge of the BoD members and the Auditors from any liability for damages for the fiscal year 2007.
2. Election of the ordinary and substitute certified accountants-auditors to audit the year 2008 and fixing of their fee.
3. Approval of compensation, remuneration and expenses paid to the members of the Board of Directors for the fiscal year 2007, and pre-approval for the period 1.1.2008 - 30.6.2009.
4. Grant of permission, in accordance with article 23, par. 1, of Codified Law 2190/20, for the participation of the Company’s Board of Directors members and managers in the Boards of Directors or the management of the Group’s companies, as well as in the Boards of Directors or the management of companies pursuing the same or similar goals.
5. Modification of the share allocation plan for BoD members, the Company’s staff and the Group companies, as well as for persons constantly providing services to the Company and its related companies, in accordance with article 42e, par. 5, under the form of a stock option plan established by virtue of the Company's Shareholders General Meeting resolution dated 13/7/2007 (Stock Option Plan).
6. Approval of acquisition through the Athens Stock Exchange, of the Company's own shares, in accordance with art. 16, par. 1 & 3, of Law 2190/1920, aiming at their allocation to the members of the Board of Directors, the Company's staff and the Group companies, as well as to persons constantly providing services to the Company and its related companies, in accordance with article 42e, par. 5.
7. Amendment, adaptation and codification of the Company's Articles of Association, and in particular:
a) Amendment of article 2 because of the transfer of the Company's seat to the Municipality of Athens.
b) Adaptation of article 5, because of the exercise of stock option rights during the years 2006 and 2007.
c) Amendment of the Articles of Association aimed at their
harmonization with the provisions of Codified Law 2190/1920 "Regarding Sociétés Anonymes and other provisions", as amended by Law 3604/2007, and adoption for functionality purposes of soft law provisions. Amendment in particular of articles 6, 7, 10 to 41, as well as of any other relevant provision of the Company's Articles of Association.
8. Other issues - Announcements.
Shareholders wishing to attend the Ordinary General Meeting, either in person or by proxy, must block all or part of their shares via their Operator on the Dematerialized Securities System (DSS), and receive a relevant blocking certificate. In case the shares are registered in the Special D.S.S Account, Shareholders must block them on Hellenic Exchanges SA (formerly Central Securities Depository), 110, Athinon av., and submit the relevant blocking certificate along with any other representation documents at the Company, at least five (5) full days prior to the above date of the Ordinary General Meeting, that is until Tuesday 24/06/2008.
Shareholders may also deposit the share blocking certificates at the Deposit and Loan Fund or any other Bank in Greece, by presenting the receipt delivered at the Company, within the same deadline, that is until 24/06/2008. In case a 1st Repeat General Meeting is convened in order to decide on issues of the agenda, Shareholders should block their shares as mentioned above and submit their blocking certificates and any other representation documents at the Company, at least 5 (five) full days prior to the above date of the 1st Repeat General Meeting, that is until Tuesday 08/07/2008.
Agia Paraskevi, 7/5/2008
The Board of Directors